1 RFQ 15251 REQUEST FOR QUOTE
(RFQ)
Texas Guaranteed Student Loan Corporation (referred to herein as “TG”) is a private, nonprofit corporation that promotes public access to higher education and student success in education, enabling students to realize their college and career dreams. TG is a premier provider of information, products, and services to help students and their families plan and prepare the student for college, learn the basics of money management, and repay their Federal student loans. For additional information regarding TG, please visit TG’s website at http://www.tgslc.org/.
Request for Quote (RFQ) # 15251
Description of Project ERISA 3(38) Fiduciary Investment Management
RFQ Issue Date 9/11/2015
Due Date for Notice of Intent to
Participate 9/15/2015 5:00 PM CDT
Due Date for NDA Submission To Participate in Q&A
9/17/2015 5:00 PM CDT Due Date for Questions 9/18/2015 5:00 PM CDT RFQ Due Date and Time 9/28/2015 3:00 PM CDT Procurement Specialist Sherry Beyer-Beeson
If your firm is interested in providing the services described in the Scope of Work included within this RFQ, please submit your response via electronic mail (email) to: [email protected] only.
Bidders shall only contact the TG Procurement Specialist designated above regarding this solicitation. Contacting other TG personnel may result in the Bidder being disqualified from further participation in this RFQ solicitation process.
Responses are due on or before the due date & time for quotes to be submitted as provided in the table above (Central Daylight Time). Quotes received by TG after the RFQ due date & time will not be accepted. All references to this RFQ must contain the RFQ number. Any amendments (if any) to Bidder’s response to this solicitation must be signed and submitted to TG prior to the RFQ due date & time. All Bidders who intend to submit a response (i.e., proposal, quotation, etc.) in response to this RFQ should provide a Written Intent to Participate per the due date above. In the event that TG deems it necessary to provide one or more updates/amendments to this RFQ, or any additional or clarifying information concerning this solicitation, to Bidders subsequent to the due date for Intent to Participate, TG will make reasonable efforts to provide such updates/amendments and/or additional or clarifying information to the Bidders from whom TG has received a notice of Intent to Participate. TG will not send such updates/amendments or additional or clarifying information to any vendors/contractors from whom TG has not timely received a notice of intent to participate. Regardless of the foregoing convenience provided by TG, Bidders are solely responsible for obtaining all updates and/or amendments to this RFQ and all additional/clarifying information concerning this solicitation, which shall, upon release by TG, be made available on TG’s website located at http://www.tgslc.org/procurement/index.cfm
2 RFQ 15251 NON-DISCLOSURE STATEMENT
To participate in the Questions and Answers (Q&A) activity of this RFQ, Bidders are required to sign a non-disclosure agreement (NDA). Please reference Attachment A, Non-Disclosure Agreement. Bidders are required to email an executed NDA to [email protected] by the Due Date for NDA Submission on page 1 of this RFQ.
SCOPE OF WORK Purpose
TG seeks to solicit proposals from Bidders for the purpose of selecting a qualified firm to provide ERISA 3(38) fiduciary investment management of TG’s 401k plan assets. TG recently selected a new 401k Contractor for the management of TG’s ERISA compliant retirement plan. For more information regarding the new plan, Contractor and to participate in the Q&A activity of this RFQ, please see the above section regarding the submission of the NDA by the due date. Definitions
1) Bidder: Individual or firm that will provide a complete proposal to this RFQ.
2) Employment Retirement Income Security Act (ERISA): A federal law that sets minimum standards for most voluntarily established pension and health plans in private industry to provide protection for individuals in these plans.
3) Successful Contractor: Bidder selected as the winner of the contract resulting from this RFQ.
Background
To assist our employees in achieving a secure financial future TG currently offers an ERISA qualified 403(b) plan, in addition to an ERISA qualified Money Purchase Pension Plan & Trust (MPPP&T). TG is redesigning its’ total compensation package to be more valued by new and existing employees. In concert with the redesign to terminate, covert or merge the current plans into a single 401k with minimum disruption and free of ERISA violation by January 1, 2016.
The combined balance of the TG 403(b) and MPPP&T is approximately $70 million and anticipated to continue increasing based on auto enroll and auto escalate features to be included in the TG 401(k) Plan. Overall, TG is seeking assistance in meeting fiduciary standards for selection and monitoring of the investments offered in our 401(K) Plan.
Deliverables
1) Investments - Successful Contractor shall:
a. Assist in developing and implementing an investment policy.
b. Select competitively priced funds that are free of front-end and back-end loads, hidden charges, revenue sharing and annuity/mortality charges.
3 RFQ 15251 c. Select consistently above average funds with the ability to monitor performance
through commonly used public benchmarks, including Morningstar, newspapers, Internet, etc.
d. Select an investment line up, consistent with the investment policy, that include a variety of risk preferences and target allocations with a minimum of satisfying ERISA 404(c) requirements.
e. Perform on-going monitoring and evaluation of the investment managers’ performance relative to appropriate benchmarks and to other managers with comparable investment style. Replace investment managers based on objectives and selection criteria, including organization, staff, investment approach,
performance history, portfolio characteristics, etc. when necessary.
f. Maintain transparency and consistency on how funds are evaluated and what benchmarks or targets are used.
g. Develops a working relationship with the Record Keeper
Directs the Record Keeper to transfer assets in the investment option to be replaced into the replacement investment option.
Has discretionary power, authority and responsibility to select, add, remove or replace investment options in the plan’s investment line-up and to provide instructions to the Record Keeper with respect to the addition, removal or replacement of investment options.
2) Assertations - Successful Contractor shall:
a. Indicate in writing whether they will or will not receive compensation (directly or indirectly) of any type, manner or form, including, but not limited to soft dollar arrangements from any investment manager that will be considered for
recommendation to the plan, and if so, they will clearly describe the manner in which such compensation is determined and the means by which it is expected to occur. b. Indicate in writing the ability and willingness to serve as an ERISA 3(38) fiduciary. Minimum Qualifications
Bidders must meet all of the following minimum qualifications to participate in this RFQ: 1) Be capable of charging its fee quarterly.
2) Been in business at least five years.
3) At least six clients for which it has acted in a discretionary fiduciary capacity for a minimum of three years.
4) Be registered as an investment advisor under the Investment Advisor Act of 1940, and be prepared to acknowledge in writing that it has a fiduciary obligation in managing these assets.
5) Carry insurance coverage specified in this RFQ or must commit to obtain it before a contract is entered into with TG.
4 RFQ 15251 TECHNICAL RESPONSE
Services
1) List the specific services that the Bidder provides when assuming ERISA 3(38) fiduciary status.
2) How long has the Bidder been providing these services?
3) Indicate the percentage of the Bidder’s assets under management in each category: a. ERISA 402(a) Named Fiduciary and/or ERISA 3(21) "Full Scope" Fiduciary b. ERISA 3(38) Investment Manager
c. Other fiduciary services d. Non-fiduciary services
4) List the Record Keepers with which an established relationship exists.
5) Provide your recommended involvement in the transition plan from the 403(b) and MPPP&T to a 401(k). Transition timeline is available following completion of the NDA. Experience
1) Provide a breakdown of the number of accounts by asset size with which the Bidder currently works.
2) Provide a breakdown of the length of your current client relationships for which the Bidder acts in a fiduciary capacity:
a. Less than 1 year b. 1 - 5 years c. 5- 10 years d. Over 10 years
3) How many client relationships were terminated within the last three years? a. What was the total value of assets?
b. In how many cases of termination was the firm dismissed outright or the contract rebid and the Bidder not retained or not asked to bid?
Professional Staff
1) State the number of professional staff that the Bidder currently employs in each of the following categories: Lead Consultants, Consultants, Analysts, Management,
Economists, Marketing, Analytics/Systems, Investment Managers, Other (Each person should be assigned to only one category).
2) State the total turnover in professional staff during the last three years: Hired, terminated, resigned and retired.
5 RFQ 15251 3) What is the average number of clients per consultant? Is there a maximum?
4) What are the professional designations currently held by the professional staff? 5) How the professional staff is compensated (e.g. salary, bonus, commission or other)? 6) How many professional staff will be assigned to this account?
7) Provide the following information on the primary point of contact and, if applicable, the secondary or associate contact to be assigned to this account:
a. Name b. Title c. Role
d. Years of institutional investment experience e. Years of investment consulting experience f. Years with the firm
g. Educational qualification
8) Provide the name and title and/or function of the other members of the firm to be assigned to this plan.
Investment Management
1) How long have you served as an ERISA 3(38) Fiduciary Investment Manager, and /or assuming fiduciary responsibility?
2) State your opinion on actively vs. passively managed mutual funds, ETF, individual stocks and bonds for retirement plans.
3) Do you provide model portfolios? If applicable, how does the model define and measure risk?
4) If applicable, provide performance, risk and underlying investments of each model for the one, three and five year timeframes. Include the performance and risk of the appropriate index for each model.
5) Explain how you monitor or track the compliance of the investment menu with the plan's Investment Policy Statement.
6) Describe education and/or advice provided to the plan sponsor and participants. Independence and Objectivity
1) If the Bidder or any affiliate provides non-fiduciary services, explain briefly what policies or procedures have been established to avoid or limit any potential conflicts of interest that could arise in providing advice to clients with which there is a fiduciary relationship. 2) Does the Bidder or an affiliate provide any services to, or receive any compensation
6 RFQ 15251 a. Charges for inclusion in Bidder’s database
b. Conference fees
c. Brokerage commissions, etc. If so, describe briefly the nature of these services and compensation.
3) What are the top three service providers the Bidder currently utilizes? a. Custodians
b. Third-party administrators c. Record-keepers
d. Investments
4) Explain any arrangements with broker-dealers under which it, or an affiliated company, will benefit if investment managers place trades for their clients with such broker-dealers. 5) Does the Bidder accept any sort of revenue sharing to include, but not limited to 12b-1
fees and Sub-TA fees? If so, explain briefly how it ensures that this money is used and accounted for.
Conflict of Interest
1) Disclose any potential conflicts of interest that may arise as a result of accepting this engagement, including the activities of any affiliated, subsidiary or parent company. 2) Has anyone provided any gifts or other remuneration, or paid any expenses for travel,
hotel, meals or entertainment for or on behalf of any TG employee during the past 12 months? If so, describe the amount and purpose of the expenses.
3) Describe the nature of any professional relationship that the Bidder has had with the TG during the past three years.
Philosophy and Methodology
1) State your overall philosophy and your investment philosophy.
2) Explain the most crucial issues to consider in establishing investment policy for a fiduciary account.
3) Describe your plan for managing your future growth including limitations, if any, on the number of clients that you intend to accept.
4) Explain how the consulting team assigned to this plan would function, including primary consultant, back-up, quality control and support services.
5) Describe the methodology utilized to select investment options in a participant directed retirement plan.
7 RFQ 15251 7) Are you prepared to accept the obligations imposed by ERISA if selected?
8) Explain any constraints or assumptions in accepting the role of a named fiduciary for the TG 401(k) Plan, transition to a 401(k) Plan by January 1, 2016, investment limitations, etc.
RISK MANAGEMENT QUESTIONS
1) What year was your company first organized to do business?
2) Identify your corporate form (e.g. sole proprietorship, partnership, corporation, L.L.C., etc.)
3) What percentage of your business is devoted to providing the types of services and/or goods being sought?
4) Provide your Dun and Bradstreet (DUNS) Number, if any.
5) Is your firm controlled by, in control of, or under common control with another firm? If so, state the firm(s), and the relationship(s).
6) Are there any anticipated changes in ownership or control of your firm during the next twelve (12) month period? If yes, please provide a brief description.
7) Provide you’re most recent audited annual financial report, Form 10-K, or other audited financial statements.
8) Do you have third party conduct audits on your financial records? 9) Do you have an internal audit department?
10) Describe your Disaster Recovery/ Business Continuity Plan.
11) Include a copy of your published code of ethics and business conduct policy. 12) Provide your most recently filed SEC Form ADV, Part 1 and 11.
13) Provide your policies and procedures related to Conflict of Interest.
14) Provide a sample Investment Policy Statement that the firm has developed for fiduciary accounts.
15) Has the firm, or any officer, principal, or employee of the firm or an affiliated company, ever been investigated and/or charged by the Securities and Exchange Commission ("SEC"), the U.S. Department of Labor ("DOL"), or any other regulatory authority for violation of applicable laws? If so, please explain.
16) Has the firm, or any officer, principal, or employee of the firm, ever been involved in any business litigation or other legal proceeding including bankruptcy? If so, please explain and indicate the current status of the litigation.
8 RFQ 15251 17) Does the firm, or any officer, principal, or employee of the firm, have any lawsuits
pending against it concerning the delivery of investment consulting or related services for any client? If yes, please explain.
9 RFQ 15251 DISADVANTAGED BUSINESS ENTERPRISES
TG encourages the use of Disadvantaged Business Enterprises (DBE), in its procurement practices. Furthermore, TG encourages larger suppliers to subcontract for goods and services from such businesses as a practice of inclusiveness. If Bidder will subcontract with a DBE for this RFQ, provide this information in the section below. If Bidder is a DBE, please disclose this information in the section below. The U.S. Federal Government determines designations and TG accepts such designations as being compliant with the TG program.
Is Bidder a certified Small, Veteran, Minority or Women-owned Business? Yes_____ No_____
(If answered yes, please include a copy of Bidder’s current certification with quote). Will Bidder utilize a certified Small, Veteran, Minority or Women-owned Business? Yes__ No____
(If answered yes, please include a copy of Bidder’s current certification with quote).
If yes, please provide Supplier or Subcontractors name and telephone number; services and/or goods to be provided. Please also include the actual dollar amount to be subcontracted.
10 RFQ 15251 INSURANCE REQUIREMENTS
A certificate of insurance containing the following coverage and limits will be required from the Successful Contractor:
1) Commercial General Liability - $1,000,000 per occurrence, $1,000,000 per aggregate 2) Errors and Omissions/Professional Liability - $1,000,000 per occurrence, $1,000,000 per
aggregate
a. No exclusions or restrictions in coverage inconsistent with TG’s contractual requirements will be accepted.
b. The insurance coverage must be with an insurance company with a Best’s rating of “A” or better.
c. TG must be listed as an “additional insured” on coverage under Section (1). The description section on the certificate of insurance will include the following: Texas Guaranteed Student Loan Corporation and its subsidiaries and affiliates and their respective officers, directors and employees are named as additional insured on the required commercial general liability, commercial auto liability and umbrella liability policies; and is provided a waiver by insurers of any subrogation rights under the General Liability, Auto, and Workers’ Compensation policies. Provide copies of these endorsements.
d. Successful Contractor shall provide a certificate of insurance prior to commencement of services that contains clearly defined coverage as required in the contract or Purchase Order.
TERMS AND CONDITIONS (This RFQ and any agreements resulting from this RFQ are subject to TG’s Terms and Conditions. Please contact TG for a copy. Additional Terms and Conditions may be included at time of contract.)
1) Late quotes will not be accepted.
2) Quotes must be held open for ninety (90) days from proposal due time/date. 3) TG reserves the right to accept or reject all quotes.
4) Pricing must be submitted on the form or format provided. 5) Failure to sign quote may result in disqualification.
6) Award of contract may be made without discussion with Bidders after quotes are received. 7) Any amendment issued regarding this solicitation must be signed and returned by the
specified time/date.
8) All amendment(s) or clarification(s) issued regarding this solicitation will be posted on TG’s website.
11 RFQ 15251 9) Successful Contractor must comply with all laws, ordinances, regulations, orders and
directives issued by any regulatory or enforcement agency having jurisdiction.
10) All prices must be fully burdened and inclusive of all services and materials required to complete the project as well as freight and delivery.
11) Travel will be per GSA travel rates and per diem. Once the Successful Contractor is selected, all travel within the course of this project will be approved [in writing] by the TG Point of Contact prior to actual travel, unless otherwise noted within the actual contract between TG and the Successful Contractor.
12) TG has been designated by the Internal Revenue Service as being a tax exempt organization. TG can provide documentation upon request.
TG’S CODE OF BUSINESS CONDUCT COMPLIANCE STATEMENT Please review TG’s Code of Business Conduct compliance statement at:
http://www.tgslc.org/about-tg/conduct/code.cfm, and provide a written statement confirming that your firm will comply to TG’s Code of Business Conduct or has a Code of Business Conduct that is more astringent than that of TG’s in which each employee [of your firm] affiliated with this RFQ is held responsible to comply.
FEES
Fees shall be fully burdened and include (but is not limited to) all incidental costs such as permits, insurance, overhead, and profit.
1) Include an itemized breakdown of all fees and expenses including, but not limited to advisory fee, and investment expense including any transactions costs.
2) The proposed fees shall be guaranteed for a minimum of two years after which any changes can be negotiated with TG. The method of payment will be set forth in the contract. Once the Successful Contractor is selected, the fee may be negotiated further depending on the variance from other proposals received. In no case will the negotiated fee be higher than the fee contained in this proposal.
BIDDER’S EXPERIENCE
Provide three references (clients), one of whom must have assets of at least $50 million, for which services have been provided for at least three years. For each reference, include:
1) Company Name 2) Contact Person 3) Address
4) Phone Number 5) Email Address
12 RFQ 15251 BIDDER INFORMATION
Please provide the following:
1) Address, phone number and website of Bidder’s main office.
2) Name, title, phone number, facsimile number and email address of the Bidder’s primary point of contact for the RFQ.
3) A brief history of the firm including founding information, recent changes in ownership or structure, any expected change in structure or ownership and parent company, if
applicable.
4) Locations of all company offices, the number of employees at each office, and indicate which office would service TG, if firm is selected as the Successful Contractor.
5) An organization chart including parent and all subsidiary and affiliated companies. 6) A standard marketing brochure that describes your products and services.
7) Any other information necessary to gain a complete understanding of the Bidder and the services it provides.
13 RFQ 15251 By completing and signing this form and signing below, Bidder confirms that pricing is valid for no less than ninety (90) days of date provided below and that the supplier adheres to TG’s terms and conditions.
Company__________________________________________________________________
Address____________________________________________________________________ Phone____________________ Fax____________________ Email___________________
Federal Identification Number ______________________________
Please have authorized personnel write/print, sign and date in the spaces provided below indicating agreement with terms and conditions and authority to submit pricing.
_________________________________________________________________________ Print Signature ______________________________________ Company Name ______________________________________ Date
This page must be signed and returned. Failure to sign quote may result in disqualification.
SUBMITTALS
Please examine the Solicitation, the Scope of Work, and all other parts of this solicitation, whether incorporated by reference or otherwise, prior to the submission of an offer. Failure to do so shall be at the Bidder’s risk.
