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HomeMy WebLinkAboutMinutes - July 5, 1993- CCFinance Department • 213 E. Foothill Blvd. • P.O. Box 1395 • Azusa, CA 91702.1395 (818)334-5125 AGENDA ITEM TO: CHAIRMAN AND DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA q FROM: ROBERT E. TALLEY, AGENCY TREA-S� VIA: HENRY GARCIA, EXECUTIVE DIRECTORb/ DATE: JULY 5, 1993 SUBJECT: REDEVELOPMENT AGENCY OF THE CITY OF AZUSA INVESTMENT POLICY Back rg ound State law requires that the investment policy for each Agency be re -adopted every year, with changes that may be necessary or desirable. The Redevelopment Agency Board of Directors last re -adopted its Investment Policy on July 7, 1992. No changes are recommended in the Agency's Investment Policy this year, except that Exhibit B to the Policy has been updated to reflect current law and practices. Recommendation Staff recommends that the Board of Directors adopt the attached draft Resolution re -adopting the Investment Policy of the Redevelopment Agency of the City of Azusa. Attachment: GJC:pap f • RESOLUTION NO RESOLUTION OF THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA RE -ADOPTING ITS INVESTMENT POLICY WHEREAS the Redevelopment Agency of the City of Azusa receives taxes and other revenues from a variety of sources and uses the funds to pay its bills on a regular basis; and WHEREAS the Agency Treasurer is charged with the duties of handling and maintaining the cash that is taken in or otherwise received by the Agency; and WHEREAS the balance of these funds fluctuates between $3,000,000 and $20,000,000 or more; and WHEREAS the Agency Treasurer is charged with the responsibility of investing idle public funds, doing so on the basis of protecting' the safety of the funds, ensuring the liquidity of the investments, and maximizing earnings in that order of importance and based on the "Prudent Man Rule"; and WHEREAS the State of California requires each City Redevelopment Agency to adopt an investment policy for its jurisdiction. NOW THEREFORE BE IT RESOLVED that the Board of Directors of the Redevelopment Agency of the City of Azusa does hereby re -adopt its Investment Policy attached hereto as Exhibit A and instsructs the Agency Treasurer to be guided by it in carrying out the duties of his office for the benefit of the Redevelopment Agency. ADOPTED AND APPROVED this day of , 1993. CHAIRMAN I HEREBY CERTIFY that the foregoing resolution was duly adopted by the Board of Directors of the Redevelopment Agency of the City of Azusa at a regular meeting thereof on the day of 1993 by the following vote of Directors: AYES: BOARD DIRECTORS: NOES: BOARD DIRECTORS: ABSENT: BOARD DIRECTORS: SECRETARY THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA INVESTMENT POLICY I. STATEMENT OF OBJECTIVES Temporarily idle or surplus funds of The Redevelopment Agency of the City of Azusa shall be invested in accordance with principles of sound treasury management and in accordance with the provisions of California Government Code Sections 53600, et seq., the Municipal Code, guidelines established by the California Municipal Treasurer's Association and the California Society of Municipal Finance Officers, and this Investment Policy ("Policy"). A. Overall Risk Profile The basic objectives of the Agency's Investment Program are, in order of priority: 1. Safety of invested funds; .2. Maintenance of sufficient liquidity to meet cash flow needs; and 3. Attainment of the maximum yield possible consistent with the first two objectives. The achievement of these objectives shall be accomplished in the manner described below: 1. Safety of Invested Funds The Agency shall ensure the safety of its invested idle fund by limiting credit and interest rate risks. Credit risk is the risk of loss due to the failure of the security issuer or backer. Interest rate risk is the risk that the market value portfolio securities will fall due to an increase in general interest rates. a) Credit risk will be mitigated by: (i) limiting investments to the safest types of securities; (ii) by prequalifying the financial institutions with which it will do business; and (iii) by diversifying the investment portfolio so that the failure of any one issue or backer will not place an undue financial burden on the Agency. b) Interest rate risk will be mitigated by: (i) structuring the Agency's portfolio so that securities mature to meet the Agency's cash requirements for ongoing operations, thereby avoiding the need to sell securities on the open market prior to their maturation to meet those specific needs; and (ii) investing primarily in shorter term securities. C) The physical security or safekeeping of the Agency's investments is also an important element of safety. Detailed safekeeping requirements are defined in Section III of this policy. 2. Liquidity The Agency's investment portfolio shall be structured in a manner which strives to achieve that securities mature at the same time as cash is needed to meet anticipated demands (Static Liquidity). Additionally, since all possible cash demands cannot be anticipated, the portfolio should consist largely of securities with active secondary or resale markets (Dynamic Liquidity). The specific percentage mix of different investment instruments and maturities is described in Section II of this Policy. 3. Yield Yield on the Agency's investment portfolio is of secondary importance compared to the safety and liquidity objectives described above. Investments are limited to relatively low risk securities in anticipation of earning a fair return relative to the risk being assumed. While it may occasionally be necessary or strategically prudent of the Agency to sell a security prior to maturity to either meet unanticipated cash needs or to restructure the portfolio, this policy specifically prohibits trading securities for the sole purpose of speculating on the future direction of interest rates. Specifically, "when" and "if issued" trading and open-ended portfolio restructuring transactions are prohibited.` B. Time Frame for Investment Decisions The Agency's investment portfolio shall be structured to provide that sufficient funds from investments are available every month to meet the Agency's anticipated cash needs. Subject to the safety provisions outlined above, the choice in investment instruments and maturities shall be based upon an analysis of anticipated cash needs, existing and anticipated revenues, interest rate trends and specific market opportunities. No investment should have a maturity of more than five (5) years from its date of purchase without receiving prior Executive Board approval. C. Definition of Idle or Surplus Funds Idle or surplus funds for the purpose of this policy are all Agency funds which are available for investment at any one time, including the estimated checking account float, excepting those minimum balances required by the Agency's banks to compensate them for the cost of banking services. This policy also applies to the idle or surplus funds of other entities for which the Redevelopment Agency personnel provided financial management services. II INVESTMENTS This section of the Investment Policy identifies the types of instruments in which the Agency will invest its idle funds. A. Eligible Securities The Agency operates its temporary pooled idle cash investments under the Prudent Man Rule - I/ (Civil Code Section 2261, et seq). See Exhibit A. This affords the Agency a broad spectrum of investment opportunities as long as the investment is deemed prudent and is allowable under current legislation of the State of California (Government Code Section 53600, et seq). (See Exhibit B for definition of investments.) * Insured Certificates of Deposit (CD's) of California banks and/or savings and loan associations, and/or savings banks which mature in five years or less, provided that the Agency's investments shall not exceed One Hundred Thousand Dollars ($100,000) per institution. If the investment exceeds the insured $100,000, the funds are to be collateralized at 110% of the deposit in government securities or 150% in mortgages. '/ The Prudent Man Rule states, in essence, that "in investing exercise the judgment and care, under the circumstances then prevailing, which men of prudence, discretion and intelligence exercise in the management of their own affairs .... * Local Agency Investment Fund (State Pool) Demand Deposits * Securities of the U.S. Government, or its agencies * Negotiable Certificates of Deposit placed with Federal and State savings and loan associations and Federal and State chartered banks with an office in the State of California (limited to 30% of portfolio) * Bankers Acceptance (limited to 40% of portfolio) (not collateralized; emergency use only) * Commercial Paper (limited to 30% of portfolio) (not collateralized; emergency use only) * Passbook Savings or Money Market Demand Deposits * Repurchase Agreements (limited to 30% of portfolio) * Los Angeles County Treasurer's Investment Pool * Money Market Mutual Fund (with $1 net asset value) B. Qualification of Brokers Dealers and Financial Institutions United States Treasury issue transactions will be conducted only with primary dealers from the list of Government Security dealers reporting to the Markets Reports Division of the Federal Reserve Bank of New York (Exhibit Q. C. Collateralization Requirements Uninsured Time Deposits with banks and savings and loans shall be collateralized in the manner prescribed by law for depositories accepting municipal investment funds. D. Pre -formatted Wire Transfers Wherever possible, the Agency will use pre -formatted wire transfers to restrict the transfer of funds to pre -authorized accounts only. When transferring funds to an account not previously approved, the bank is required to call back a second employee for confirmation that the transfer is authorized. E. Notice of Dealers The Agency shall annually send a copy of the current edition of the Policy and its enabling Resolution to all institutions which are approved to handle the Redevelopment Agency investments. Receipt of the Policy and Resolution, including confirmation that it has been received by persons handling the Agency's account, shall be acknowledged in writing within thirty (30) days. F. Diversification The portfolio should consist of a mix of various types of securities, issues and maturities. G. Confirmation Receipts for confirmation of purchase of authorized securities should include the following information: trade date, par value, rate, price, yield, settlement date, description of securities purchase, agency's name, net amount due, third party custodial information. These are minimum information requirements. H. GASB 3 The Governmental Accounting Standards Board issued GASB 3 in April 1986, and the local entity's investments must be categorized into three levels of credit risk as follows: a) securities that are insured or registered, or for which the securities are held by public units or its agent in the units; b) securities that are uninsured and unregistered and are held by the broker's or dealer's trust department or agent in the unit's name; C) securities that are uninsured and unregistered and are held by the broker or dealer, or by its trust department or agent, but not in the unit's name. The carrying amount and market value of all types of investments must be disclosed in total and for each type of investment. Governmental Accounting Standards Board 3 exempts mutual funds and LAIF investments from the mandatory risk categorization. III SAFEKEEPING OF SECURITIES A. Safekeeping Agreement The Agency shall contract with a bank or banks for the safekeeping of securities which are owned by the Agency as a part of its investment portfolio or transferred to the Agency under the terms of any repurchase agreements. B. Handling of Agency -Owned Securities and Time Deposit Collateral All securities owned by the Agency shall be held by its safekeeping agent, except the collateral for time deposits in banks, savings banks, and savings and loans is held by the Federal Home Loan Bank. The collateral for time deposits in banks is held in the Agency's name in the bank's trust department, (if a safekeeping agreement has been executed) or, alternatively, in the San Francisco Federal Reserve Bank. C. Securijy Transfers The authorization to release Agency's securities will be telephoned to the appropriate bank by a finance department member other than the person who initiated the transaction. A written confirmation outlining details for the transaction and confirming the telephoned instructions will be sent to the bank within five (5) working days. D. Verification of Security Securities transferred to the Agency as collateral securing time deposits which are being held in safekeeping for the Agency will be verified in writing and examined on a surprise basis during the year by the Agency's independent auditors as part of the Agency's annual independent audit. IV STRUCTURE AND RESPONSIBILITY This section of the Policy defines the overall structure of the investment management program. A. Responsibilities of the Agency Treasurer The Agency Treasurer is charged with responsibility for maintaining custody of all public funds and securities belonging to or under the control of the Agency, and for the deposit and investment of those funds in accordance with principles of sound treasury management and in accordance with applicable laws and ordinances. B. Responsibilities of the Executive Director The Executive Director is responsible for keeping the Executive Board fully advised as to the financial condition of the Agency. C. Responsibilities of the Executive Board The Executive Board shall consider and adopt a written investment policy. As provided ,in that policy, the Board shall receive, review and accept monthly investment reports. D. Responsibilities of the Investment Committee There shall be an Investment Committee consisting of the Executive Director, the Director of Finance and Agency Treasurer. The Committee shall meet quarterly to discuss cash flow requirements, the monthly investment reports, investment strategy, investment and banking procedures and significant investment related work projects being undertaken in each department which will affect the cash flow management of the Agency Treasurer. This will require timely reports from the department heads to the Agency Treasurer concerning significant future cash flow requirements. The Committee's meetings will be summarized in minutes that are distributed to the Executive Board. V REPORTING The AgencyTreasurer shall prepare a monthly investment report, including a succinct management summary that provides a clear picture of the status of the current investment portfolio and transactions made over the past month. This management summary shall be prepared in a manner which will allow the Executive Director and the Executive Board to ascertain whether investment activities during the reporting period have deviated from the Agency's Investment Policy. The monthly report shall include the following: A. A list of individual securities held at the end of the reporting month. B. Unrealized gain or loss resulting from appreciation or depreciation by listing the cost and market value of securities over one year in duration. C. A description of the current investment strategy and the assumptions upon which it is based. D. Average rate of return on the Agency's investments. E. Maturity aging by type of investments. VI REVIEW OF INVESTMENT MANAGEMENT Policy. Review This investment policy shall be reviewed annually by the Executive Board in accordance with State law to ensure its consistency with respect to the overall objectives of safety, liquidity and yield. Proposed amendments to the policy shall be prepared by the Treasurer and after review by the Investment Committee and City Attorney be forwarded to the Executive Board for consideration. VII AUTHORITY This policy was duly adopted by authority of the Executive Board of the Redevelopment Agency of the City of Azusa on the,19th day of February, 1991. February 4, 1992 January 27, 1992 EvHIBIT A PRUDENT YAN RULE § 2261 TRUSTS FOR THIRD PERSONS Div. 3 § 2261. Investments (a) Degree of care, skill, prudence and diligence. (1) Subject to paragraph (2), when investing, reinvesting, purchasing, acquiring, ex- changing, selling and managing property for the benefit of another, a trustee shall act with the care, skill, prudence, and diligence under the circumstances then prevailing, specifically including, but not by way of limitation, the general economic conditions and the anticipated needs of the trust and its beneficiaries, that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims, to attain the goals of the trustor as determined from the trust instrument. Within the limita- tions of the foregoing and considering individual investments as part of an overall investment strategy, a trusteeis authorized to acquire every kind of property, real, personal or mixed, and every kind of investment. (2) The trustor may expand or restrict the standards set forth in paragraph (1) by express provisions in a trust instrument. Any trustee acting for the benefit of another under that instrument shall not be liable to anyone whose interests arise from that trust for the trustee's good faith reliance on those express provisions. (b) Retention of property. In the absence of express provisions to the contrary in any trust instrument, a trustee may without liability continue to hold property received into a trust at its inception or subsequently added to it or acquired pursuant to proper authority if and as long as the trustee, in the exercise of good faith and of reasonable prudence, discretion and intelligence, may consider that retention is in the best interests of the trust or in furtherance of the goals of the trustor as determined from any trust instrument. Such property may include stock in the trustee, if a corporation, and stock in any corporation controlling, controlled by, or under common control with such trustee. (c) Deposit of funds. In the absence of express provisions to the contrary in any trust instrument, a deposit of trust funds at interest in any bank (including the trustee, if a bank) shall be a qualified investment to the extent that such deposit is insured under any present or future law of the United States, is collateralized pursuant to any present or future law of this state or the United States, or to such greater extent as a court of competent jurisdiction may authorize. Nothing in this section shall be construed as limiting the right of trustees in proper cases to make deposits of trust moneys in banks, subject, in the case of interest- bearing deposits, to such notice or other conditions respecting withdraw- al as may be prescribed by law or governmental regulation affecting such deposits. (d) Deviations from terms of trust; court order. Nothing in this section shall abrogate or restrict the power of the appropriate court in 320 OBLIGATIONS OF TRUSTEES § 2261 Pt. 4 proper cases to direct or permit the trustee to deviate from the terms of the trust regarding the making or retention of investments. (e) Application of section; construction of investment authoriza- tions. The provisions of this section shall apply to all trusts now existing or hereafter created. The terms "investments permissible by law for investment of trust funds," "authorized by law for investment of trust funds," "legal investments," "authorized investments," ..invest- ments acquired using the judgment and care which men of prudence, discretion and intelligence exercise in the management of their own affairs, not in regard to speculation, but in regard to the permanent disposition of their funds, considering the probable income, as well as the probable safety of their capital," and other words of similar import used in defining the powers of the trustee relative to investments, in the absence of other controlling or modifying provisions of the trust instru- ment, shall be construed as authorizing any investment permitted, and imposing the standard of prudence required, by the terms of subdivision (a) of this section. (f) Property defined. The term "property" as used in this section includes life insurance, endowment, and annuity contracts issued by legal reserve companies authorized to do business in this state. (Enacted 1872. Amended by Stats.1943, c. 811, p. 2602, § 1; Stats.1967, c. 688, p. 2054, § 1; Stats.1967, c. 1706, p. 4265, § 1; Stats.1968, c. 161, p. 385, § 1; Stats.1969, c. 259, p. 611, § 1; Stats.1984, c,. 1372, § 1.) Ilisloricul Note The section, as originally enacted in 1872, authorized to acquire every kind of proper - or mixed, and every kind provided: Ly, real, personal of investment, specifically including, but "A trustee must invest money received not by way of limitation, corporate obliga- by him under the trust, as fast as he col- tions of every kind, mid stocks, preferred or leets a sufficient amount, in such manner as common. which men of prudence, discretion to afford reasonable security and interest and intelligence acquire for their own ac - for the same." count. The 1948 amendment rewrote the section x.(2) In the absence of express provisions to read: to the contrary in the trust instrument, a "(1) In investing, reinvesting, purchasing, trustee may continue to hold property re- into a trust at its inception or subse- acquiring, exchanging, selling and manag- for the benefit of another, a ceived quently added to it or acquired pursuant to ing property trustee shall exercise the judgment and proper authority if and as long as the trus- in the exercise of good faith and of care, under the circumstances then prevail- discretion lee, reasonable prudence, discretion and intelli- ing, which men of prudence, and may consider that retention is in the intelligence exercise in the management of genre, best interests of the trust. their own affairs, not in regard to specula- but in regard to the permanent dispmsi- "(:n In the absence of express provisions tion. tion of their funds, considering the probable to the contrary in the trust instrument, a income, as well as the probable safety of deposit of trust funds ut interest in any bunk the savings department of their capital. Within the limitations of lire s;rvings or bank (including the savings department foregoing standard, and subject to any ex- ur limitations contained in anv of the trustee, if a bank) shall he a qualified press provisions trust instrument, a Lru%Lce is investment to the e'xte'nt that such deposit any particular 321 92261 is insured under any present or future law of the United States, or to such greater extent as a court of competent jurisdiction may authorize. Nothing in this section shall be construed as limiting the right of trustees in proper cases to make deposits of trust moneys in banks, subject. in the case of interest -hearing deposits, to such notice or other conditions respecting withdrawal as may be prescribed by law or governmen- tal regulation affecting such deposits. "(4) Nothing in this section shall abro- gate or restrict the power of the appropri- ate court in proper cases to direct or permit the trustee to deviate from the terms of the trust regarding the making or retention of investments. "(5) The provisions of this section stmt) apply to all trusts now existing or hereafter created. Where, in trusts now existing or hereafter created, the term 'investments permissible by law for investment of trust funds,' or 'authorized by law for investment of trust finds; 'legal investments,' or 'au- thorized investments,' or other words of similar import are used in defining the pow- ers of the trustee relative to investments, such language, in the absence of other con- trolling or modifying provisions of the trust instrument, shall be construed as authoriz- ing any investment permitted by the terms of subdivision (1) of this section." The 196.7 amendment by c. 1706 added the concluding sentence to suhd. (2). (later amended. see 1969 amendment): and delet- ed references to savings banks and to the savings department of banks from suhd. (3). Effect of amendment of section by two or more acts at the same session of the legisla- ture, see Government Code 4 9005. The 1968 Amendment added subil. (8). The 1969 Amendment added the words ,.and stock in any corporation controlling, controlled by, or under common control with such trustee" to the end of subd. (2). The 1984 amendment rewrote the section which as amended in 1909 had read: "(1) In investing, reinvesting, purchasing, acquiring, exchanging, selling and manag- ing property for the benefit of another, a trustee shall exercise the judgment and care, under the circumstances then prevail- ing, which men of prudence, discretion and intelligence exercise in the management of their own affairs, not in regard to speculn- tion, but in regard to the permanent disposi- tion of their funds, considering the probable TRUSTS FOR THIRD PERSONS Div. 3 income, as well as the probable safety of their capital. Within the limitations of the foregoing standard, and subject to any ex- press provisions or limitations contained in any particular trust instrument, a trustee is authorized to acquire every kind of proper- ty, real, personal or mixed, and every kind of investment, specifically including, but not by way of limitation, corporate obliga- tions of every kind, and stocks, preferred or common, which men of prudence, discretion and intelligence acquire for their own ac- count. "(2) In the absence of express provisions to the contrary in the trust instrument, a trustee may continue to hold property re- ceived into a trust at its inception or sulil quently added to it or acquired pursuant to proper authority if and as long as the trus- tee. in the exercise of good faith and of reasonable prudence, discretion and intelli- gence, may consider that retention is in the best interests of the trust. Such property may include stock in the trustee, if a corpo- ration, and stock in any corporation control- ling, controlled by, or under common con- trol with such trustee. "(3) In the absence of express provisions to the contrary in the trust instrument, a deposit of trust funds at interest in any bank (including the trustee, if a bank) shall be a qualified investment to the extent that such deposit is insured under any present or future law of the United States, or to such greater extent as a court of competent jur- isdiction may authorize. Nothing in this section shnli be construed as limiting the right of trustees in proper cases to make deposits of trust moneys in banks, subject, in the case of interest-bearing deposits, to such notice or other conditions respecting withdrawal as may be prescribed by law or governmental regulation affecting such de- posits. "(4) Nothing in this section shall abro- gate or restrict the power of the appropri- ate court in proper cases to direct or permit the trustee to deviate from the terms of the trust regarding the making or retention of investments. "(5) The provisions of this section shall apply to all trusts now existing or hereafter created. Where, in trusts now existing or hereafter created, the term 'investments permissible by law for investment of trust funds,' or'authorized by law fur investment of trust funds,' 'legal investments; or 'nu- thorized investments; or other words of similar import are used in defining the pow- ers of the trustee relative to investments, 322 OBLIGATIONS OF TRUSTEES Pt. 4 such language, in the absence of other con- trolling or modifying provisions of the trust instrument, shall be construed as authoriz- ing any investment permitted by the terms of subdivision (1) of this section. See West's California Code Forms, Civil. § 2261 "(6) The term 'property' as used in this section includes life insurance, endowment, and annuity contracts issued by legal re- serve companies authorized to do business in this stale." Forms Cross References Common trust funds of trust companies, see Financial Code § 1564. Common trusts, establishment for investment of funds of Department of Mental Health held as trustee, see Welfare and Institutions Code § 7286. Corporate shares, liability of fiduciary for subscription price, see Corporations Code § 413. Deposit of trust company funds awaiting investment, see Financial Code § 1562. Investments authorized, provisions not altering degree of care required, see § 2269.1. Investments of trust company trust funds, see Financial Code § 15fil. Mortgage participation certificates and securities guaranteed by mortgage policies as legal investments, see Insurance Code § 12528. Registration of stock held in trust in name of nominee of trust company, see Financial Code § 1563. Savings accounts of savings associations as legal investments for funds of trustees, see Financial Code § 7000. Trustee to manage proceeds of sale of property subject to life estate upon partition, see Code of Civil Procedure § 873.840. Law Review Commentaries Application of SEC Rule X-106-5 to pre- vent nondisclosure in sale of corporate secu- rities. (19511 39 C.L.R. 429. Beneficiary's other resources as affecting necessity of invasion of trust corpus. (1953) 1 U.C.L.A.Law Rev. 119. Common stack as it prudent trust invest- ment. (1951) :39 C.L.R, :180. Construction and application of the Uni- form Principal and Income Act. (1939) 28 C.L.R. 3.1. Delay causing estoppel to object to pur- chase in brunch of fiduciary duty. (104 1) 14 So.Cal.L.R.:355. History of supervision of charitable trusts and curporaliuns in Califurniu. Will - lace Howland (1966) 13 U.C.L.A. Law Rev. 10'29. Liability of trustee for improper invest- ments. (1951):3!) C.L.R.:180. Planning for incompetency. Louis M. Brown (1904). 3!) S. Bar J. 268. Planning for incompetency and practices under the conservatorship law. George E. Zillgitt (19614) 37 Sa.Cal.l..R. 181. Prudence, information and trust invest- ment low. .John A. Humbach and Stephen P. Dresch (1976) 62 A.B.A.J. 1:1119. Prudent mall investment of trust funds during inflation. (1951) 39 C.L.R. 38U. Prudent mail investment rule in the law relating to trusts. (1!)431 18 S.Bar J. 283. Representation of udverse parties in trust administration. (19117) 55 C.L.R. 948. Revolution in trust investment law. (1976) tit A.B.A.J. 887. Trust participation in partnership ven- tures, (1951) 3 Slan.L.R. 4617. Trustee's power: power to sell as includ- ing power to option. Michael H. Dessert (1!)70) 7 San Diego L.Rev. 22. Trusts—Corporate executor/ trustee. (1!176) 2 West S1.11.L.Rev. 295. Liability of the trustee for appreciation of property (1957) 4 U_C.L.A. Law Rev. 314. Violation of duly by corporate trustee by investing in its own stuck. (1949) 37 C.L.R. 53!), 5:32. War conditions as presenting new prob- lems for investment of funds by trustees. (1942) 17 S.Rar J. 30. 323 § 2261 TRUSTS FOR THIRD PERSONS Div. 3 Library References Trusts c>21f, to 217..1. Probate Court Practice, Goddard, C.J.S. Trusts §§ 320, 322. 324 to 329, 331. §§ 1823, 1825, 2207, 2208. Notes of Decisions Burrowing funds 7 Charges against trust for beneficiary 8 Collecting Judgments, notes. rents, etc. t0 Cnnslructinn and application 1 Corporate trustees 6 Court orders for deviation from trust 23 Declnrutlon of trust 9 Deposit of funds 11 Dlscrellon of trustee 4 Interest charge, ngninst trustee 25 In"sting properly 12, 13 In general 12 Prudent investor standard 13 Liability of trustee 24 Loaning properly 1.1 Mortgages 26 Possession of properly 15 Preserving properly 16 Prudent investor standard. investing prop- erty I3 Record of trust funds 22 Retention of property 17 Selling property 18 Speculating with property 19 Standard of care 5 Surrendering properly 20 Trust funds 2 Use of funds in general 3 Value of use and occupation by trustee 21 1. Construction and npplicatiun This section does not supersede trustee's were given inndequate directions for con- trolling trust property. Estate of Berges (1977) 142 CaLRptr. 685, 76 C.A.3d 100. In determining date of breach of trust by trustee who negligently failed to invest in- come within reasonable time, factors to be considered include purpose of trust, amount of mnuev on hand and amount deemed nec- essary to meet possible contingencies or emergencies in light of rule that trustee, in investing and managing property for bene- fit of another, should exercise such care under circumstances ns prudent man would exercise in management of his own affairs. I,ynch V. John M. Redfield Foundation (1970) 88 Cnl.Rptr. 88, 9 C.A.3d 293, 51 A.L.R.3d 1281. Provision of former subd. (5) of this sec- tion, that where term "investments permis- sible by law for investment of trust funds," or other words of similar import are used in defining powers of trustee relative to in- vestments, such language, in absence of other controlling or modifying provisions of trust instrument. shall he construed as au- thorising any investment permitted by for- mer subd. l of this section, establishing the Prudent Man Rode of investment, is only applicable where testator limits investments to statutory approved investments, and has no application where settlor himself speck fies particular investments that are prnhib- ited. Stanton v. Wells Fargo Bank & Union Trust Co. (1!)57) 310 P.2d IoIU, 150 C.A.2d 763. general duty to maximize trust nssets con- sistent with safely and other relevant con- authorized invest. 2. Trust runds Land acquired by irrigation district Be- sideratimis: n statutorily ment may or may not be the prudent course cause of dehinqumucies in assessments is of conduct for the trustee to pursue. Mal- trust property, held for the uses and pur- ter of Pelton 11982) 183 Cal.Rptr. 188. 132 imses of Cen.Laws 1931. Act 3854, govern- C.A.3d 496- ing irrigation districts. and proceeds of Where teslnlor's will after making a spe- lease thereof have the same character. Zumwalt (1939) 85 cific bequest of cash and any automobile to Provident land Corp. v. designated individual. bequeathed to his P.2d 116. 12 C.2d M5. brother and sister as trustees the sum of 7 Use of funds In general $600 for each of their respective children with provision that each trust terminates Probate court's factual findings were in - W court of appeal to deter - when the child altaius 19 yenrs of age. trusts were valid over cnnlcutinn of bell'fi- adequate permit mine whether hank/ennservator breached ciary that the purposes or terns of trust its fiduciary duty lly keeping approximately $2114.000 in estnte's assets in bank's 5447^ could not be ascertained and that trustees 324 OBLIGATIONS OF TRUSTEES Pt. 1 passbook account for 17 months, during which substitution of Consenmtors was be- ing arranged, ut a time when amounts in excess of $100,000 were earning 911 inter- est in 3U-1lay accounts at various banks; a remand for further proceedings was re- quired. Alatter of Pelton (1989) 183 Cal. Rptr. 188, 132 C.A.3d 49G. Trustee, who is directed by terms of trust to pay income to beneficiary during desig- nated period and on expiration of that peri- od to pay principal to -another beneficiary, owes duty to former beneficiary to take care not merely to preserve trust property but to make it -productive so that reasonable income will be available for him, and trus- tee is under duty to latter beneficiary to lake care to preserve trust property for him. In re Bissinger's Estate (11)63) 28 Cul.Rptr. 217, 212 C.A.2d 831. Manner in which charter city effectuates purposes of tidelands trust, including man- ner in which it conducts negotiations for leasing of lands, is municipal affair. Silver V. City of Los Angeles (1962) 17 CaLitptr. 379.:366 P 2 6.51, 57 C.2d 39. certiorari denied 82 S.Ct. 11.13, S(;9 U.S. 873, 8 L.Ed.2d 2713. Under trust principles and applicable pro- visions of the Health and Safety Code, it is not legally proper to use endowment cave funds of private cemeteries to purchase in- terment plots located in the cemetery, for which the fund was established, or to loan such funds to the cemetery, its subsidiary, or affiliate, on the security of a trust deed Oil such interment plots, or to invest such funds in the stock of such cemetery, its subsidiary, or affiliate. 28 Ops.Atty.Gen. 3'21. 4. Discretion of trustee A trustee occupies a fiduciary posiliun with duty to exercise its independent judg- ment mud may not automa(ically accede to demands of trust beneficiary. Morse v. Cracker Not. Runk (1983) 11911 Cal.Rplr. 8111), 142 C.A.3,1 2'28. An absolute discretion dues not permit a trustee to neglect his trust or abdicate his judgment. Matter of Collins* Estate 119771 1;31) Cal.liptr. 644, 72 C.A.3d MM. Absolute discretion given defcuda nt trus- tees of test nienttry trust of which plain- tiffs were beneficiaries was specifically lim- ited toy requirement in trust instrument that trustees he subject always b, discharge o their fiduciary obligations. Id. § 2261 Note 7 Provision of testamentary trust that "all discretions conferred upon lbe'rrusLee shall be absolute," viewed as an exculpatory clause, was subject to rule of strict con- struction. Id. Absolute discretion conferred by provi- sion of testamentary trust that "all discre- tions conferred upon the Trustee shall be absolute" was specifically limited by re- quirement that trustee by "subject always to the discharge of its fiduciary obliga- tions." Id. S. Standard of cure SL;mdard imposed upon trustees is that they exercise that judgment and care which men of prudence, discretion and intelligence would exercise in management of their own uf6n i rs. Matter of Collins' Eslale (1977) 1:;!) Cul.ltptr. 644, 72 C.A.3d 605. Trustee is under a duty to beneficiary to distribute risk of loss by reasonable diversi- fication of investments unless under circum- stances it is prudent not to do so. Id. A trustee with absolute discretion may not neglect its trust or abdicate its judg- ment. Id. Record contained no evidence that de- fendant trustees satisfied even the lesser slan(avd of cure for which they contended in claiming that trust instrument conferred on chem an an "absohde discretion" so as to require them to refrain to act arbitrarily and to use their best judgmm�t. Id. S. Corporate trustees Different t)'pes of investments for "cor- porate trustees" and for "amateur trus- tees" are nut authorized under prudent in- vestor standard: difference, rather, is that corporate trustee is held to a greater stun- dard of cove haled on his presumed exper- tise. Almter of Collins' Esta Le (1!177) 13!1 C;nLRptr, 641, 72 C.A16 663. 7. Burrowing funds Uuder (his section, though trustees are n not ordinarily liable for interest omoneys coming into their hands unless they have iunprnperly failed to iuvesl them, they are not justified in borrowing nmre money than they need, and charging trust with interest on suns borrowed. and. where they have idle moray on build, it is their duly Lo aPp1Y it so :ns to stop unnecessary interest f churges. Purdy v..lohnsuo (11)17) 16:1 P. Hirt. 174 C. 521. 325 § 2261 Note 8 8. Charges against trust fur beneficiary Fact that testamentary trustee had violat- ed her duties :is such by commingling trust funds with her own, omitting to invest them, and negligently failing to keep any records which would enable her to render a true account hod a bearing, in absence of vouchers or receipts, on question of wheth. er charges against trust estate for board, clothes, laundry, etc., for beneficiary for 16 years were established by satisfactory evi- dence. In re McCabe'., Estate (1948) 220 P.2d 614, 98 C.A.2d 503. Declnralinn of trust TRUSTS FOR TURD PERSONS Div. 3 fault purdy v. Johnson (1917) 163 P. 893, 174 C. 521. where testamentary trustees rented land of trust. but their accounts in beneficiary's action against them showed that only part of rent was collected- trustees were bound to account for balance, unless they could show some good reason for failure to col- lect. Id. Even if trust instrument permitted n type of investment generally frowned on under prudent -investor rule, it did not authorize defendant trustees to make that investment blindly. Matter of Collins' Estate (1977) 139 Ca1.Rptr. 044, 72 C.A.3d 083. While the declaration of trust rimy have possibly enlarged lite prudenbinvestor stan- dard as far as the type of instrument was concerned, it could not be construed as per- mitting deviations from that standard in investigating the soundness of a specific investment. Id. to. Collecting judgments. notes, rents, etc. One holding judgment as trustee for cor- poration and another was required as such trustee and as secretary of the corporation to use his best efforts to collect the judg- ment in full by execution sale of stock owned III- judgment debtor. Darden v. Reese (1949) 200 P.2d 81, 88 G.A.2d 904. Where trust instrument provided that trustor and sun should occupy a dwelling on jand constituting the corpus of the trust during lrustor's lifetime and that the land should be sold on trustnr's death and pro- ceeds of the sale distributed in a specified manner, and oil truster's death trustee re- covered, but did not collect. judgment in ejeclmrnt wmiust the son, trustee was properly charged with the stipulated value of the properly on dnte trust was In be terminnled, the rental of the house for wr. ly necupied by the son, and the judgment rendered in the ejectment action. Johns v. Peterson (1942) 1215; P.2d 90:1, 52 C.A.2d 720. 11. Deposit of hods Generally fiduciary is personally liable for money deposited by him in bank which becomes insolvent, unless evidence shows that he was not negligent in so doing, and, in absence of order of court. deposit of trust funds in bank is not warranted ns an investment. Allen v. Rainey (1935) 41 P.2d 374, 4 C.A.2d 558. 12, Investing property—In general Rule that trustee has duty to invest. al- though generally perhnioing to investment of principal, applies likewise to investment of accumulated income. Lynch v. Jahn 51. Redfield Foundation (1970) 88 Cal.Rptr. 86, 9 C.A.3d 293, 51 A.L.R.3d 1284. Objections of trust beneficiary that trus- tee, which had been given absolute discre- tion in managing trust property, had negli- gently and carelessly failed to properly ad- minister or manage trust and that as a proximate result beneficiary had been de. prived of reasonable return and had sus- tained loss of some $50,000 from sale of assets were sufficient to raise issues of abuse of discretion and failure to exercise judgment which trustee should be required to meet. Coberly v. Superior Court for Los Angeles County (191;6) 42 CalBptr. 64, 231 C.A.2d 085. Rule that it is duly of a trustee to invest trust foods so lint they will be productive of income is designed for trusts intended to be productive of income or other gain, but the rule is not applicable in the case of a trust not designed for income purposes bill for other purposes, such as holding and preservation of property for use by others. Higgins v. City of Sman Monica (1904) 41 Cal.ltptr. 1), 390 P.21 It, 62 G.2r1 24. The capacity of co -trustees to seek courCs instructions as to interpretation of trust to de - It was duly of testamentary trustees to instrument and to obtain perm Its on cnllrcl promissory notes distributed to virile from terms thereof regarding making thern. :urd they were liable b, beneficiary or retention of investments, did not ennsti- for amuunt of notes. with interest, unless Lute exercise of a "power" within conlem- their failure to collect was net due to their pinlion of 4 81;0 requiring that all unite in 326 OBLIGATIONS OF TRUSTEES Pt. 4 execution of a power vested in several per- sons, and 4 2268 requiring all co -trustees to unite in nov act to bind trust property, and hence one trustee could appeal from deci- sion allowing deviation from trust require- ments as to investments, though other trus- tee did not wish to appeal. Stanton v. Preis (19561 291 P.2d 118, 1:18 C.A.2d 63. Under will and decree of distribution giv- ing testamentary trustees right to invest in stocks of corporations of which testatrix was a stockholder on her death if trustees obtained written consent of beneficiaries, trustees were not required to obtain such consent to purchase stocks of corporations of which testatrix was not a stockholder. In re Fowler's Estate (1943) 132 P.2d 53.5, 56 C.A.2d 451. That trustees held an investment in stock of bank which thereafter failed did not show mismanagement of trust. In re Knox' Estate (1942) 126 P.2d 108, 52 C.A.211 338. Under will directing testamentary trus- tees to accumulate in cash or negotiable securities the sum of $15,000 and to pay income therefrom to beneficiary, a note se- cured by mortgage on Illinois realty was not improper investment, as against conten- tion that. under Illinois low, mortgage was not negotiable security, where negotiability of note was not affected under Illinois law by the mortgage, and word "negotiable" in will was employed to keep trust funds in comparatively liquid stale. Id. In investing trust funds, trustee should consider aggregate value of trust estate, naLure of other investments of funds of trust, and advisability of diversifying io- vestnenls in order to insure against ad- verse conditions in tiny particular field. Day v. First frust & Savings Uauk of Pasa- dena (1!141) 118 Ptd .51, 47 C.A.2d 470. Whether trustee has acted properly in making investment depends on circanstanc- es at time investment is made and amt on subsequent events. Id. § 2261 Note 13 in order to avoid charge of negligently man- aging such funds. Id. In determining whether gulf club mort- gages were proper investments for trust funds, appraised value of realty and charac- ter, financial standing, and past perform- ance of officers and members of clubs could be considered. Id. The fact that mortgage participation cer- tificates purchased by trustee depreciates in value standing alone does not warrant equi- ty court in opening, surcharging, or falsify- ing trustees accounts. approved by court. Ormerod v. Security -First Nat. Bank of los Angeles (11137) 69 P.2d 469, 21 C.A.2d 36+2. In an action against trustees to have de- clared void a purchase made by them, evi- dence that one of them understood the pro- priety of the purchase was first to be sub- mitted to the beneficiary is admissible. Red Jacket Tribe No. 28 v. Gibson (1886) 12 P. 127, 70 C. 128. A California domiciled stale or national bank having a trust department which is the trustee under an instrument which di- rects the investment of the corpus in United Stales government obligations, may not in- vest such corpus in a mutual fund, the portfolio of which is limited to short-term United States treasury ohligatiuns. 67 Ops. Atty.Gon. 212. 5-2 3-84. Where Only the interest un the corpus of foods givaa in trust to the director of edu- cation is Um be used for educational pur poses the director of education mn behalf of estate :and in his official capacity should invest the trust funds. collect the interest and apply the interest as specified by the t'ustor. 101m,A tty.0 a n. 90 13. — Prudent investor standard, In- vesting properly Prudent investor standard Ines not apply where settlor himself specifies trustee is not limited by what bur provides are proper iuvestu;en(s. Matter of Collins' Estate 11!)77) 1J1) Cal.Rptr. lido. 72 C.A.3d 663. A financial institution with broad general Although C;I ornia does iml limit lrns- knowledge of community needs and trends, let's authority to a list of authorized invest- of character and worth of citizens with ments, relying instead un pnulenl investor whom institution has dealt, and specific rule, that rule nevertheless l encomwssby ce'Uain guidelines thnl nwst be followed by knowledge of property post in cugenera trustee. Id. ly, can cuusidnr such positive general knowledge in investing trust funds, :and is Prevision in trust instrument to purchase not restricted to letter upon Idler and line every kind of property and make every kind upon line cuuformily with prexcribed ritual Of iuvelaneLL "irrespective of whether said in esdolziting value of propuscd investment iuveatmcu Ls ore in accur, 1:1 lire with the laws 327 § 2261 TRUSTS FOR THIRD PERSONS Div. 3 Note 13 then enforced in the Stade of California the same time make the estate prnrluctive. pertaining to the investment of trust funds Day v. First Trust k Savings Bank of Posit - C.A.2d 470. by corporate trustees" did not authorize dena (1941) 118 P 2 51, 47 trustees to make improper investments in A trustee must use due care and skill and violntion of prudent investor standard. Id. the caution of a prudent man in making Different types of investments are not investments, and. in absence of provision in authorized for "corporate trustees" as dis- difference, r:i trust or statute• he can make those invest- which a prudent man would make in tinguished from amnleurs; is that corporate trustees are held to a ments investing in property outside of ordinary er. greater standard of care based on their business risks and with a view to -safety of presumed expertise. Id principal and to securing of an income rea- Defendant trustees failed to follow "pro- sonable in amount and payable with regu- dent investor" standard with respect to ad- larity. Id. ministration of testamentary trust of which Evidence warranted denial of liability of plaintiffs were beneficiaries where they in- trustee for depreciation of trust assets dur. vested two thirds of trust principal in a ing economic depression, on ground that single investment, invested in real property trustee was not negligent in investment of secured only by a second deed of trust, and funds, but exercised care of ordinarily pro - made that investment without adequate in- dent person. Id. cestigation of either borrowers or collater- The liability of a director of education al. Id. acting as official trustee for bequests of Investment by nonprofit cemetery corpo- funds to be used for educational purposes is ration of nearly 8117• of its endowment fund to make such :nvestmen Ls as a penitent man in note and first deed of trust on one parcel would make of his own property, having of real property could be found to be a primarily in view the preservation of the violation of prudent investors rule with re- estate and the regularity and amount of spect to investment of trust funds and cent- income. 1 Ops.Atty.Gen. 90. eters board, department of professional and vocational standards, was authorized to or- I { Loaning property der that sum lent be reinvested. Mandel V. Bd., Dept. of Professional and Evidence that the land mortgaged to so Cemetery Vocational Standards (19(;0) 8 Cal.Rptr. 342, cure it loan made by a trustee wits and it was Lically Impossible to 185 C.A2d 583.land, which prat irrigate, and that the trustee made the loan This section broadens list of legal invest- T uponthe statements of one man, whom she merits for trustees of eudownnent care funds, but also places trustees under mail- knew, and a written report by three strnng- date of prudent investors ode in regard [o ens two of whom were the former owners the land who had conveyed it to a dummy all of their financial transactions. hl. of for We purpose of securing Lhe loanthere- An essential part of prudent im'estors at on, sustained tile that e trial court's finding that ode with respect to investment of trust the trustee was negligent in making the funds is the requirement that investments loan anti was therefore bound to make be diversified. Id. good the loss. In re Hamon's Estate (192:3) Under provisions of this section embody- 212 P 3!19. tl0 G.A. 154. ing "prudent man rule" in setting forth Where mil agent or lnnstee is instructed to duty of trustee in connection with invest- to herlooamt" funds held him, it means ment of trust funds, and under general law marl he is In invest them for his principals he applicalde to Lrustees, trustee, even where broad discretionary power of invest- ,heat and to math an accounting [i the he is given ment, must exercise its independei t. discre- principal of such investment and not authorized to horrow Lhe funds for his own tion mull judgment in reference to invest- trust funds. In re Talbot's Estate purposes. In re Armstrong's Estate (1883) ment of (1!)fi6) 211(5, P.2d 848, HI C.A.2d 301), 58 1 (,(if. 155,7, affirmed 10 P. 335, 59 C. 201). A.L.R2d 85S. Where trustee loaned out the funds of A trustee is neither expected to bury his beneficinry without advising her of the risk talents nor to exercise in Gdlible judgment in to which he was subjecting her funds nor of the funds with his -own iudis- investment of funds, but he most exercise and judgment of reasonably prudent his mingling crinninnlely he was linide for the loss result - skill business man in preserving estate and at ing therefrom and his account as special 328 N 2261 OBLIGATIONS OF TRUSTEES Note 18 oie Pt. 4 for the beneficiary should be Talbot's Estate (1956) ''296 P.2d 848. 141 administrator charged with the loss sustained. Id. C.A.2d 80, 58 A.L.R.20 8.58. has a broad power of sale, 15. Possession of properly Where trustee right of income beneficiary is simply to exercise its indepen- In action for declaratory relief with re- by which insist that trustee shall dent judgment. and income beneficiary has spect to the scope of joint will husband and wife converted property into no legal right to compel retention of any is legally hurt by reason of community properly, court had broad pow. stocks and not the trustee's failure to keep certain stocks. ens and could, prior to distribution, interpret IJ. will on question of whether widow upon distribution, would be entitled as against Where trustee who owned as trustee all trustees to possession of any of property P.2d n, whichhe sale tile stock ratioasels Cos Chuse v. Leiter (11)50) 215 its real estate bution to trustee in trust, dissolved the cor- 756, 96 CAN 409. poration, trustee had title to real estate and 16. Preserving properly had power and duly to carry out purpose of in fiduciary capacity and trusLpro- by sellingS` bbs~v. Executor serves has powers and obligations similar to trus- from sules into tile trust. ceedsr Jones (19581 263 P.2d I(10, 121 C.A.2d 218. tee, except that primary duty is to preserve distribution, rather than invest A testamentary trustee, using diligence estate until funds. In re Slingsby's Estate (1931) 297 P. and discretion in selling foreign government 981, 112 C.A. 707; In re Brenhart's Estate bonds included in trust assets and receiving therefor, was (1031) 297 P. 931, 112 C.A. 766; In re Smith's Estate (1'931)'297 P. 927, 112 C.A. highest prices obtainable properly allowed credit on accounting for thereof for less Llan 689. I,55 Sust'aine'd in sale their value as fixed by court in settlement 17. Retention of property of previous accounts, in absence of evidence in sale or showing Usually trust is created to preserve prop- of negligence making that life beneficiaries of income, in cnn[est- erty intact and to earn income Cur benefi- ciary, and ordinarily trustee is directed to mg previous account, sought to charge trus- ,E bonds as cosh ou hand adminis[cr funds in order to substitute sop- for tee with value owing to estate because of his neglect to poscdly superior Judgment of trustee bonds. In re Bothwell's Estate (1944) that of lmneficiar Day v. First That & Its I'.2d sell I51 P.2d'2!)8, lis C.A.2d :598, rehcuring de- Savings Bank uE Pasaden;n I1!WU nied 151 P._d 868. 65 C.A.•ld 5!18. 51, •47 C.A.2d 170. Assessment of damages against trustee An hones[ trustee is not liable to make Cor negligence in failing to sell trust really good the loss sus t;lille(l by rcu:ining mn ars directed by trust instrument, thereby authorized security it,a falling market, if he did so Ironestl-v nal truthfully, in lire belief Ie irivin life beneficiaries of income, slmu Id not be resoled 1, by them wl;en that it was best course to L•nku in interest of another er appropriate remedy, such as uppor- all parties. Id, tionment OF proceeds of subsequent sale thereof baweon prtneip;d and incunm, is 18. Selling properly available. Id. Where trustee had broad power of sale In action agninst trustee for accounting but, instead of exercising independent judg under contract autlmrizing trustee to mml- nrent as to sale of common stocks, relied on age unl sell parcels of realty on such terms one beneficiary's unfulfilled assururce that and ut such times its trustee, within his [titter would secure from other beneficiaries discretion. should determine, evidence did written consents to Lite sale. amt trustee not show that trustee. in refusing offer to sold stocks which thereafter doolrled in val- rurcbnse property al price subsequently no, trustee was liable far reduction in vnh;e shown U+ be adequate, did not exercise an of objecting beneficiary's shave of corpus, honest judgnwnt, nmJ his estate wars, [here- i.e.. reduction consisting ,f capital gains pyre. not liable for damages for' such refus- taxes nod expense of stock soles and bond Neel Barnard (1944) 150 P.2d 177, 24 purchases, and for interest on amount of :l. . C.2d 406. such reduction, but trustee was not liable Of stocks after sale In action against trustee by beneficiaries for appreciation in value In re of trust for neem,"till g and for damages, or for loss of income on stocks. 329 § 2261 TRUSTS FOR THIRD PERSONS Div. 3 Note 18 finding that trustee had no opportunity to in value of stoc19431s 140in haP 2d 704 59 Weiner 2d sell property involved at such prices as would have liquidated plaintiffs' indebted- ness as provided by contract creating trust• or on such terms as trustee properly fixed, determined in effect, that a reasonable time for sale of property had not elapsed. Id. Even if offer was made to trustee for purchase of realty which trustee held for sale for benefit of beneficiaries of trust, it would be presumed that trustee exercised his judgment upon it mad deemed price of- fered too low, and court could not say that he acted fraudulently or in bad faith in declining to sell. Id. A trustee can properly sell trust property if such sale is necessary or appropriate to enable trustee to carry nut purposes of trust. unless sale is forbidden in specific words by terms of trust or it appears from terms of trust that property was to be retained in specie in trust. Church v. Church (1940) 105 P.2d 640, 40 C.A.2d 69G. Where father of minor children took out shares of stock in a family corporation in his name as trustee for children, and the father had never executed any document in writing or declaration of trust restricting his power• is trustee, to transfer shares, and evidence warranted finding that, aside from trustee's certificates. there was no such agreement entered into concerning shares, and it did not appear that any re- striction on power of sale was contained in certifientes. it couhl not he slid as matter of law that the faLher did not have the right, as trustee, to transfer shares whenever, in exercise of his discretion, it appeared to him proper or necessary to Jo so. Id. Where money is bequeathed to a trustee to invest in tai 1, with liberty to change the investment at his discretion. Lite superior court is without jurisdiction to entertain a suit by the cestui qne trust to order the trustee to sell the land subject to confirma- tion by the court, tier mit application by an intervener in such a suit to confirm an alleged contract of sale to him hY the trus- tee, and to direct the execution of convey- ance. Murphy y. Union 'frust Co. of San Francisco (1907) 811 P. 088, 5 C.A. 146. Mullaney 620. Where beneficiary learned from broker in January, 1998, that instructions to trustee not to Jeal in stocks had been violated, beneficiary was put upon inquiry at that time and was charged with "notice" of all that an inquiry would have disclosed. Id. Where trustee failed to mnits full disclo- sure of facLs surrounding use of benefi- ciary's shares in stock transactions contrary to instructions, that it wits no longer within beneficiary's power to rescind transaction when she finally learned the true situation and her mdy recourse oras to salvage what stocks were left, such action on herpartdid not amount to a "ratification" of trustee's conduct. Id. Where trustee was expressly instructed not to sell or deal in stocks for beneficiary, his action in dealing in stock was a "breach of trust" for which he was liable. Id. A trustee is not. permitted to buy and sell bonds on speculation and the fluctuulion t in market value after purchase by the trustee are merely changes in the value of the assets of the trust estate, which are to be wholly disregnrded in any accounting be- tween life tennut and remaindermen for funds (ruin the trust estate invested in in- come -bearing property. In re Gartenlaub's' Estate (1921) 198 P. 200, 185 C. 648, 16 A.L.R. 52U. 2U. Surrendering properly Evidence was sufficient to support find- ing as to market value of bonds in action by beneficiary against trustee for value of bunds deposited with trustee which trustee without authority surrendered to boulhol - ers' protective committee. Martin v. Bank of America Trust & Smvings Ass'n (1935) 41 P.2d 200, 4 CA2ci 431. 21. Value of use and occupnllon by trus- tee A purchnser of land with notice of the facto entitling another to the delivery to hint of a deet previously made out in his favor, who obtains possession by force from the cestui que trust, must section[ to him 19. Speculating with properly for the value of the use and occul mdon. and A beneficiary who learned that trustee the cestui que trust must pay the, purchase had disobeyed instructions not to speculate price into court for the benefit of Lite trns- in stocks was required to act within a rea- Lee. adding interest from the date of the somblc time [hereafter mod could nut wail tender of the price. m+less he chooses to and hold trustee for subsequent decreases regard the interest as liquidmting the value 330 OBLIGATIONS OF TRUSTEES Pl. 4 of the use. Cannon v. Handley (1887) 13 P 315, 72 C. 133. 22. Record of trust funds A trustee or attorney handling funds of a client cannot escape responsibility for trust fund byfailing to keep any record or data from which an accounting might be made. Bruns v. State Bar of California (1941) 117 P.2d 327, 18 C.2d 667. 23. Court orders for deviation from trust Equity court order to sell realty, contrary to terms of express testamentary trust, and reinvest proceeds, was unauthorized, in ab- sence of present market value thereof and showing of character or security of proper- ty in which he proposed to reinvest Pro- ceeds. Security -First Nat. Bunk v. Easter (1934) 29 P.2d 422, 136 C.A. 691. 21. Linbilily of trustee If money paid for trust is lost or de- stmved without fault of trustee -payee, trus- tee -payee is not liable therefor and loss is borne by payor, trustor -beneficiary. Peth- erbridge v. Prudential Say. & Loan Ass'n (1978) 145 Cal.Rptr. 87, 79 C.A.3d 509. Defendant trustees were subject to being surcharged for imprudent investment of monies from testamentary trust in which plaintiffs were beneficiaries, not because they lacked prescience of what would hap- pen, but because they both lacked and ig- nored information about what was happen-. ing at time. Matter of Collins Estate (1977) 139 Cal.Rplr. 844, 72 C.A.3d 663. Trustee who negligently breaches his trust by failing to invest income within rea- sonable time is liable pursuant to statute for simple interest at rate of 77 per suntan. Lynch v. .John M. Redfield Foundation (1970) 88 Cal.Rptr, 86, 9 C.A:W 293, 51 A.L.R.3d 1284. One who engages services of trustee, cor- porate or otherwise, contracts for exercise of trustee's best judgment and for perform- ance of duties outlined in this section; and he has no right to receive any more than that and no right to complain if those ser- vices are rendered in good faith and with reasonable prudence, discretion and intelli- gence. In re Rissinger's Estate (1963) 28 Cal.Rptr. 217, 213 C.A.21l 831. Generally, trustee's violation of equitable duty, whether fraudulently or through neg ligence, mere oversight or forgetfulness, i; breach of trust, and trustee may be chargee. l0A Cm.Coue-12 § 2261 Note 25 with rents, profits and income which he never received, but might and should have received by exercise of due and reasonable care and diligence. White v. Citizens Nat. Trust & Savings Bank of Los Angeles (1941) 116 P.2d 117, 4G C.A.2d 418. The nominal title holder of really, incum- bered by a trust deed, who upon taking title to realty assumed obligations of trustee for benefit of obligees whose claims were se. cured by trust deed, differed from a mort- gagor in possession and was liable for all rents and profits received while in posses- sion of the realty even prior to sale thereof under power of sale contained in trust deed. Baumann Y. Harrison (1941) 115 P.2d 530, 46 C.A.2d 84. 25. Interest charges against trustee Failure of directors of charitable, non- profit corporation to invest dividend income deposited in corporation's checking account over five-year period was breach of their duty to invest funds us would a reasonable man so that funds would be productive of income and were liable for interest on suing Inst in consequence of such failure, notwith- standing facts that bank had refused to honor drafts drawn on corporation's ac- count due to dispute among directors, that directors served without compensation, that, during period of inaction, corpus gained approximately too?; in value, and that costly lawsuit would he necessary to settle directors' dispute and remove "bluck- ing" from bunk account. Lynch v. John M. Redfield Foundation 09701 88 Ca1.RPlr. 8G, 9 C.A.3d 293, 51 A.L.R.3d 1284. In action Iny beneficiary under two ex- press trusts for an accounting by the re- spective trustees, where trustees had waived delinquent interest on notes due the trust, had not collected note from deceased tanker, and hall made loans which were disapproved by the court, trial court's charge of 67. interest on amount thus sur- charged, except for the unauthorized loan concerning which current savings bank in- terest rales compounded semiannually were clmrged'did not constitute aabuse of dis- cretion. Douglas v. Westfull (1952) 248 P.2d 68, Ila C.A.2d 107. Where will created trust of specific lega- cy, with amount thereof and accumulations to be paid to beneficiary when she reached age of 26, when executor who was also trustee had failed to transfer corpus to himself as trustee or to invest same as required by this section, and estate was not 331 § 2261 Note 25 distributed prior to time for distribution to beneficiary of trust, 7 per cent interest due upon corpus for failure to invest would be allotted 4 per cent ngainst estate and the remaining 3 per cent against trustee as such. In re Prior's Estate (1962) 244 P.Zd 697, III C.A2d 464. Where will crented trust of specific lega- cy, with amount thereof with accumulations to bepaid to beneficiary when she reached age of 2f. duties of trustee who was also executor commenced upon death of testn- tor, and failure of executor to transfer fund to himself as trustee could not absolve him of his duties anti responsibilities as trustee including duty to invest, and could not limit liability for interest to 4 per cent rate appli- cable io executors. Id. 26. Mortgnees Equity will sanction in investment se- cured by a second mortgage iu a rare case but only when security is adequnte and unusual circumstances justify trustee in TRUSTS FOR THIRD PERSONS Div. 3 making such an investment. Matter of Col- lins' Estate (1971) 139 Cal.Rptr. 644, 72 C.A.3d 663. In buying a mortgage for trust invest- ment. trustee should give careful attention to valuation of property in order to make certain that margin of security is adequate; he must use every reasonable endeavor to provide protection which will cover risks of depreciation in property and changes in price levels nod must investigate status of property and of mortgage as well as finan- cial situation of mortgagor. Id. Provision of testamentary trust that "all discretions conferred upon the trustee shall be absolute" did not authorize the trustees to invest in a junior encumbrance without ability to protect against the foreclosure of a senior lien or to refrain from making a business like investigation of the credit worth of the borrower or insisting on an appraisal of the security given by the bor- rower. Id. § 2262. Interest on failure to invest INTEREST, SIJIPLF. OR COMPOUND, ON OMISSION TO INVEST TRUST MONEYS. If a trustee omits to invest the trust moneys according to the last section, he must pay simple interest thereon, if such omission is negligent merely, and compound interest if it is willful. (Enacted 1872.) Forms See West's California Code Forms, Civil. Library References Probate Court Practice. Goddard. §§ 15911. 182:3. In general I Circumstances of the case i Compound Interest 9 Construction with other lows 2 Duration of investment innetivily nurntion of liability for interest Good fnilh 4 Fruitless investments i Role of interest A Liability of trustee's estate 111 Notes of Decisions 1. In general Main characteristics of trust relationship ire that payor retuhm beneficial interest in money paid, trustee payee may not use money for own purposes, in absence of agreement to contrary, trustee keeps mon- ey separale from his own funds, trustee has duty to invest muney and make it produc- tive null is entitled to reimbursement for all expenses properly incurred in performance of trust, anti if motley paid is lost without 3:32 CIVIL CODE Law Revision Commission Comment . 1986 Repeal §§ 2228 to 2290.9 Repealed Former Section 2273 Is superseded by Probate Code Former Section 2234, which slated s special application of Sections 17642(b) (grounds for remove[ of trustee), 16002 the parol evidence rule, Is omitted because this question Is (duty of loyalty), end 16004 (duty to ovoid cennict of governed by the general parol evidence rule. See Cade Interest). [18 Cal.L.Rev.Comm. Reports 301 (1986)]. Civ.Proc. § 1856; see also Prob.Code § 13207 (proof of Former Section 2234 is superseded by Probate Code terms of oral trust of personal property). [18 Cal.LRev. Section 16400 (violation of duty is breach of trust). The Comm. Reports 501 (1986)]. liability for breach is governed by statute. See Prob.Codc The part of subdivision (a) of former Section 2258 relating 1§ 16440 (measure of liability for breach of Imst), 16441 to control of the trustee's duties by the tmt instrument i, (measure of liability for interest). 118 Cal.L.Rev.Comm. restated in Probate Code Section 16000 (duly to administer Reports 501, 1790 (1986)]. trust according to trust instrument) without substantive Former Section 2233 is superseded by Probate Code change. but the characterization of the duty of the trustee as Section 16002 (duty of loyalty) and 16004 (duty to avoid that of an employee is omitted. The part of subdivision (a) conflict of interest). (18 CaI.L.Ray.Cumm. Reports 501 relating to modification 6 superseded by Probate Code (1986) J. __ Section 15404 (modification by settlor end all beneneiarics). Former Section 2276 is superseded by Probate Code The first sentence of subdivision (b) is continued in Sections 16009 (duty Io keep trost property separate) and Probate Code Section 16001 (duty of instes of revocable 16440 (measure of liability for breach of 1m0. See also tent) without substantive change. The amend sentence Is -Prob.Code § 16420(a)(3) (redress of breach by payment of restated in Probate Code Section 16462 (noniiability for money). 118 Cal.L.Rev.Comm. Reports 301 (1986)]. following Instructions under revocable trust) without sub- . Pa.., Season 2237 Is superseded by Probate Code stantive change. The reference to a person having a voted Sections 16440(a) (measure of liability for breach of trust) or contingent interest in the trust is replaced by the refer - and 16441 (measure of liability for Interest). See also ones in Probate Code Section 16462 to the beneficiary. See Prob.Code § 16420(a)(3) (redress of breach by payment of Prob.Cede § 24 ("bcnenclary" defined). The lest part of money). [I8 Cal.L.Rev.Comm. Reports 501 (1986)1. the second sentence relating to fiduciary obligations of the directing party is omitted es unneeesvry. See also Prob. Subdivision (a) of former Section 2238 is superseded by Code § 10 (singular includes plural). [18 CeI.LRev.Comm. Probate Code Section 16440 (measure of liability for breach Reports 501 (1986)1. - of lros0. Sutdi,kivn (b) is related in Probate Code Section 16462(.) (nonliability for following inslraclions un- The part of former Section 2239 relating to the effect of der revocable trust) without substantive change. See also compensation on the standard of care is rotated in Probate Prob.Code § 16420(a)(3) (redress of breach by payment of Code Section 16041 without substantive change. The "ordi. money). (IS Ce1.L.Rev.Comm. Reports 501 (1986) ]. nary care and diligence" standard or former Section 2239 is Former Section 2239 is restated in Probate Code Section superseded by Probate Code Section 16040 (trustee's stan- daed of care in administering trust). (18 Cal.LR.y.Comm. 16402 (trustees liability to beneficiary for act,of cotrustee) Reports 301 (1986) 1. with several changes. See the Comment to Prob.Code 1 16402. (I8 CatLRev.Comm. Reports 501 (1986)J. Former Section 2260 is superseded by Probate Code Pana of former Section 2240 are superseded by Probate Sections 15641 (liability of resigning trustee), 15660 (op - Code Sections 13620 (actions by cotrusten) end 16200 pourumenl of trustee to 011 vacancy). 16000 (duty to admin- talar lru30, and 17200(b)(10) (petition for appointment of (Powen subject to limitations in trust). The authority to trustee). (18 Cal.L.Rev.Comm. Reports 501 (1986)]. make deposits is continued In Probate Code Section 16239 (power to deposit securities in depository) without subuan- The standard of care governing investments and manage. live change. (I8 C.I.L.Rev.Comm. Reports 501 (1986)). ment of trust property provided by subdivision (s)(i) of Former Section 2243 1, Superseded by Probate Code farmer Section 2261 it restated to Probate Code Section Sectlon 18100 (protection of third person dealing with trust. 16040(b) without substantive change. The authority to ee). See else Prob.Code § 15003 (constructive and resulting acquire "every kind of properly- Is restated in Probate Code trusts unaffected). [18 Cal.L.R.v.Comm. Acpons 301 Sections 16223 (power to invest) and 16226 (power to (1986)1. acquire property). See also Prob.Code §§ 62 ("property" defined), 16200 (general powers of Iruslce include powers of Former Section 2244 is superseded by Probate Code prudent person). Subdivision (a)(2) of former Section 2161 Section 18101 (application of pmperty delivered to trustee is restated in Probate Code Section 16040(.) without nub. by third person). (18 Cal.LRev.Comm. Reports 501 stantive change. Sea also Prob.Code § 16000 (general (1986)]. duties of trustee subject to control by trust instrument). Fortner Section 2230 is superseded by Probate Code The standard of care provided in the len half of the first Section 82 ("trust" defined). The provision relating to the sentence of subdivision (b) is superseded by Probate Code voting of title in the tmtee is not continued. See the Sections 16070 (Iru,stee's standard of care in administering Comment to former Section 863. 118 Cal.L.Rev.Comm. trust) and 16200 (exercise of powers subject to limitations In Reports 501 (1986) 1. trust). See also Prob.Code § 16220 (power to collect and Former Section 2251 is superseded by Probate Code hold property). The authority to retain property in Rust at Sections 13200-13207 (creation of trust), 13600 (acceptance its inception or later acquired pursuant to proper authority of West by trustee), and 16420(a)(0 (beneficiary may com. Is restated in Section 16008(6) as an a,,pilon to the general P-1 least- to perform duties). 118 C !.LRev.Comm. Re- duty to dispose of improper Investments. The second am. Pons 301 (1986) 1. tence of subdivision (b) Is superseded by Probate Code Former Section 2232 is omitted as unnecessary. [18 Section 16220 (power to hold properly in which trustee is f al.LRe,.CO. m. Reports 301 (1986) 1. Interested). See also Prob.Cude § 62 ("property" defined). Former Section 2253 is superseded generally by Probate Subdivision (e) Is superseded by Probate Code Section, Code Sections 15200 (methods of creating trust), 13201 16200 (exercise of powers subject to limitations in (rust) and (Intention to create trust), and 16000 (duty to administer 16223 (power to make deposits). Sec also Prob.Code trust). (11 C.I.L.Rev.Comm. Reports 501 (1986) 1. 1 16201 (power of court to relieve busies from restrictions). Addition@ or changes Indicated by underline; deletions by asterisks e 7 EXHIBIT B DESCRIPTION OF INVESTMENTS The Redevelopment Agency of the City of Azusa's investments are placed in those securities as outlined below; the balance between the various investment instruments may change in order to give the Redevelopment Agency the best combination of safety, liquidity and high yield. Surplus funds of local agencies may only be invested in certain eligible securities. The Agency invests only in those allowable securities under the State of California statutes (Government Code Section 53601, et seq). ertificates of DCDoSit Certificates of deposit allow the Agency to select the exact amount and day of maturity as well as the exact depository. Certificates of deposit are issued in any amount for periods of time as short as fourteen days and as long as several years. At any given time, the Agency may have certificates of deposit in numerous financial institutions in the future. The Treasurer may at his discretion waive security for that portion of a deposit which is insured pursuant to federal law. Currently, the first $100,000 of a deposit is federally insured by FSLIC or FDIC. It may be to the Agency's advantage to waive this collateral requirement for the first $100,000 because the Agency may receive a higher interest rate. If funds are to be collateralized, the collateral will be 110% of the deposit in government securities or mortgages of 150%. At purchase, institutions must not show an operating loss. Banks must have an equity to asset ratio of at least 6%. Savings and loan associations and savings banks must have an equity to asset ratio of at least 3 %. Local Agency Investment Fund Local Agency Investment Fund of the State of California offers high liquidity because deposits can be wired to the City/Agency checking account in twenty-four hours. Interest is computed on a daily basis. This is a special fund in the State Treasury which local agencies may use to deposit funds for investment. There is no minimum investment period and the minimum transaction is $5,000, in multiples of $1,000 above that, with a maximum of $10,000,000 for any agency. It offers high liquidity because deposits can be converted to cash in twenty-four hours and no interest is lost. All interest is distributed to those agencies participating on a proportionate share determined by the amounts deposited and the length of time they are deposited. Interest is paid quarterly via a check or warrant. The State keeps an amount for reasonable costs of making the investments, not to exceed one- quarter of one percent of the earnings. 1 The interest rates are fairly high because of the pooling of the State surplus cash with the surplus cash deposited by local governments. This creates a multi -billion dollar money pool and allows diversified investments. In a high interest rate market, we do better than LAIF. But in times of low interest rates, LAIF yields are higher. U.S. Treasury Securities U.S. Treasury securities are highly liquid in addition to being considered the safest of all investments. U.S. Treasury Bills are direct obligations of the United States Government. They are issued weekly with maturity dates up to one year. They are issued and traded on a discount basis and the interest is figured on a 360 day basis, actual number.of days. They are issued in amounts of $10,000 and up, in multiples of $5,000. They are highly liquid security. U.S. Treasury Notes are direct obligations of the United States Government. They are issued throughout the year with maturities of 2, 3, 4, 5, 6, 10 years. Notes are coupon securities paying interest every six months. The Agency will not invest in notes having maturities longer then five years. Federal Agency Securities Federal Agency securities are highly liquid and considered riskless. Federal Agency issues are guaranteed directly or indirectly by the United States Government. All agency obligations qualify as legal investments and are acceptable as security for public deposits. They usually provide higher yields than regular Treasury issues with all of the same advantages. Examples are: FNMA's (Federal National Mortgage Association) are used to assist the home mortgage market by purchasing mortgages insured by the Federal Housing Administration and the Farmers Home Administration, as well as those guaranteed by the Veterans Administration. FHLB's (Federal Home Loan Bank Notes and Bonds) are issued by the Federal Home Loan Bank System to help finance the housing industry. The notes and bonds provide liquidity and home mortgage credit to savings and loan associations, mutual savings banks, cooperative banks, insurance companies and mortgage -lending institutions. Some other federal agency issues are Federal Intermediate Credit Banks Debentures (FICB), Federal Farm Credit Bank (FFCB), Federal Land Bank Bonds (FLB), Small Business Administration Notes (SBA's), Government National Mortgage Association Notes (GNMA's), Tennessee Valley Authority Notes (TVA's) and Student Loan Association Notes (SALLIE MAE's). These investments will occasionally be used. NeEotiable Certificate of Deposit Negotiable certificates of deposit are high grade instruments, paying a higher interest rate than regular certificates of deposit. They are liquid because they can be traded in the secondary market. Negotiable Certificates of Deposit (NCD's) are unsecured obligations of the financial institution, bank or savings and loan, bought at par value with promise to pay face value plus accrued interest at maturity. The primary market issuance is in multiples of $1 million, the secondary market usually trades in denominations of $500,000 although smaller lots are occasionally available. Local agencies may not invest more than 30% of their surplus money in negotiable certificates of deposit. NCD's will only be placed with the largest and most financially sound institutions. Bankers Acceptances Bankers Acceptances are frequently the highest in yield, are safe investments and are highly liquid. Bankers acceptances are a short-term credit arrangement to enable businesses to obtain funds to finance commercial transactions. They are time drafts drawn on a bank by an exporter or importer to obtain funds to pay for specific merchandise. By its acceptance, the bank becomes primarily liable for the payment of the draft at its maturity. An acceptance is a high grade negotiable instrument. Acceptances are purchases in various denominations for 30, 60 or 90 days but no longer than 270 days. The interest is calculated on a 360 day discount basis similar to Treasury Bills. Local agencies may not invest more than forty -percent of their surplus money in bankers acceptances. Commercial Paper Commercial paper allows the investment of large amounts of money for one to seven days at rates higher than we can earn from our savings account. Commercial paper is a short-term unsecured promissory note issued by a corporation to raise working capital. These negotiable instruments are purchased at a discount to par value. Commercial paper is issued by corporations such as Shearson -American Express, International Business Machines (IBM) and Pacific Gas and Electric Company, etc. Local agencies are permitted by state law to invest in commercial paper of "prime" quality of the highest ranking or of the highest letter and numerical rating as provided by Moody's Investor's Service, Inc. or Standard and Poor's Corporation. Purchases of eligible commercial paper may not exceed 180 days maturity nor exceed thirty percent of the local agency's surplus funds. 41 Passbook Savines or Money Market Account Passbook savings account allows us to transfer money from checking to savings and earn short- term on odd amounts of money which are not available for longer investment. The savings account is similar to an inactive deposit except not for a fixed term. The interest rate is much lower than CD's, but the savings account allows flexibility. Funds can be deposited and withdrawn according to daily needs. Los Angeles County Pooled Pond Los Angeles County Pooled Fund is similar to the State of California Local Agency Investment Funds. The County fund provides protection, liquidity and higher than market rates for short- term securities. The County Pooled Fund is similar to the State of California Local Agency Investment Fund (LAIF). Los Angeles County has an existing pooled fund with current assets of $3.5 billion serving school districts and other special districts. This pooled fund is managed by the County Treasurer and interest is competitive to money market rates. There are no restrictions to number of transactions or dollar amount of deposits. The funds deposited by a local agency in the County Pooled Fund cannot be attached by the County. All interest is distributed to those agencies participating on a proportionate share determined by the amounts deposited and the length of time they are deposited. Interest is credited to the account and reinvested. The County keeps an amount for reasonable administrative costs of the pool. The Los Angeles County Treasurer has started the range of administrative costs is 14 to 18 basis points (approximately 0.14% to 0.18% of the pool fund average daily balance). Mutual Fund Mutual fund is another authorized investment allowing the Agency to maintain liquidity and receive money market rates. Mutual Funds are referred to in the Government Code, Section 53601.L, as "shares of beneficial interests issued by diversified management companies". The Mutual Fund must be restricted by its by-laws to the same investments as the local agency. These investments are Treasury issues, Agency issues, Bankers Acceptance, Commercial Paper, Certificates of Deposit, and Negotiable Certificates of Deposit. The quality rating and percentage restrictions in each investment category applicable to the local agency also applies to the Mutual Fund. A further restriction is that the purchase price of shares of the mutual funds shall not include any sales commission. Investments in mutual funds shall not exceed fifteen percent of the local agency's surplus money. 4 61 Repurchase Agreements Another authorized investment for cities is repurchase agreements. Repurchase agreements are purchases of securities by the Agency under an agreement with a term of one (1) year or less whereby the seller will "repurchase" the same securities on or before a specified date or on demand of either party and for a specified amount. The underlying securities must be delivered to the Agency by book entry, physical delivery or a third -party custodial agreement. Transfer of the underlying securities to the counter -party may be used for book entry delivery. 5 � EXHIBIT C LIST OF THE PRIMARY GOVERNMENT SECURITIES DEALERS REPORTING TO THE MARKET REPORTS DIVISION OF THE FEDERAL RESERVE BANK OF NEW YORK Bank of America NT & SA Bankers Truct Company Bear, Steams & Co., Inc. Carroll McEntee & McGinley Incorporated Chase Manhattan Government Securities, Inc. Chemical Bank Citibank, N.A. Continental Illinois National Bank and Trust Company of Chicago Daiwa Securities America, Inc. Dean Witter Reynolds, Inc. Discount Corporation of New York Donaldson, Lufxin & Jenrette Securities Corporation Drexel Burnham Lambert Government Securities, Inc. The First Boston Corporation First Interstate Capital Markets, Inc. First National Bank of ChicagoGoldman, Sachs & Co. Greenwich Capital Markets, Inc. Harris Trust and Savings Bank E.F. Hutton & Company, Inc. Irving Securities, Inc. Kidder, Peabody & Co., Incorporated Kleinwort Benson Government Securities, Inc. Aubrey G. Lanston & Co., Inc. Manufacturers Hanover Trust Company Merrill Lynch Government Securities, Inc. Midland -Montagu Government Securities, Inc. J.P. Morgan Securities, Inc. Morgan Stanley & Co., Incorporated Nomura Securities International, Inc. Paine Webber Incorporated Wm. E. Pollock Government Securities, Inc. Prudential-Bache Securities, Inc. Refco Partners L.A. Rothschild, Unterberg, Towbin, Inc. Salomon Brothers, Inc. Security Pacific National Bank NOTE: This list has been compiled and made available for statistical purposes only and has no significance with respect to other relationships between dealers and the Federal Reserve Bank of New York. Qualification for the reporting list is based on the achievement and maintenance of reasonable standards of activity. Market Reports Division Federal Reserve Bank of New York December 11, 1986