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VLCT Employment Resource and Benefits (VERB) Trust, Inc.
Regular Meeting of the Board of Directors
March 16, 2017
VLCT Offices, Montpelier, Vermont


Directors present: Bill Shepeluk, Kathleen Ramsay (by phone), Carrie Johnson (by phone), Joel Cope, Charles Safford, Todd Odit and Todd Provencher

Directors absent: Joe Colangelo 

VLCT staff present: Joe Damiata, David Sichel, Jeremiah Breer, Kelley Avery, Mike Gilbar, Maura Carroll, Larry Smith, Jill Muhr and Abby Friedman

The meeting was called to order at 10:02 a.m.

A board quorum was confirmed.

Upon motion (Ramsay/Safford), duly adopted, the board voted unanimously to approve the meeting agenda.

Upon motion (Safford/Provencher), duly adopted, the board voted unanimously to approve the minutes of the December 15, 2016 meeting.

The position of Assistant Treasurer has been vacated with the departure of Ken Canning. Staff drafted a resolution adding Joe Damiata to replace Mr. Canning as authorized signor on all accounts and outlining the process for replacement should a position be vacated in the future.  Michael Gilbar requested the resolution be amended to add "Assistant Treasurer" after Mr. Damiata's title.

Upon motion (Safford/Cope) duly adopted, the board voted unanimously to appoint Joe Damiata as Assistant Treasurer and to adopt the following resolution: Resolved that the following individuals are designated as authorized signers on bank accounts for VERB, including operating and claim accounts:

  • B. Michael Gilbar, CFO
  • Joseph Damiata, Director, RMS, and Assistant Treasurer to the Board
  • Maura Carroll, Executive Director
  • David Sichel, Deputy Director RMS and Assistant Secretary to the Board
  • As long as this signature list is valid, any bank documentation required now or in the future for any existing or new VERB bank accounts may be executed by the Assistant Secretary to the Board and such action reported back to the Board at the next regular meeting.

Should any signer need to be removed for any reason, the Board authorizes the Executive Director to do so at his/her discretion and as circumstances warrant, reporting back to the Board at the next regular meeting.

Maura Carroll introduced and welcomed Joe Damiata as the new Director of Risk Management Services. Mr. Damiata reviewed the staff report with the board, which highlighted staff changes at VLCT as well as recent activities including updates on the VERB Trust 2016 audit, progress on the NavRisk Policy upgrade, interviews for a Cloud services vendor, VLCT's 50th anniversary plans, the new VLCT web site rollout and 2017 board educational opportunities.

Jeremiah Breer provided a preliminary, unaudited review of finances through December 31, 2016.  Mr. Breer explained that due to GASB required standards, an accounting change has been made to reflect credits in the year in which they are approved by the board rather than distributed. As such, there will be two years of credits reflected in the 2016 year, but only one year will be reflected moving forward.  Due to this adjustment, net position for year-end is projected to be -$244,706.  Full audited financials will be presented at the next meeting along with the 2016 audit.

Upon motion (Provencher/Safford), duly adopted, the board voted unanimously to accept the unaudited financials through December 31, 2016.

Kelley Avery reviewed the unemployment claims reports through December 31, 2016.  Fourth quarter claims costs increased 97% compared to the third quarter but fell 17% compared to the fourth quarter of 2015.  Total claims costs are roughly 5% lower overall than they were at year-end 2015.  Claims totaled $347,622 in 2016 compared to $368,348 for 2015.  Claims can be expected to continue to rise into the first quarter of 2017.

Ms. Avery also provided an annual summary analysis illustrating claims, contributions and credit trends from 2004 through 2016.  Both claims cost and frequency are on the decline, while the number of non-protestable claims, such as subsequent employer claims, is on the rise.  The report also demonstrated that average costs compared to average contributions per member have been relatively equal, with the exception of a handful of years in that time.

Upon motion (Safford/Cope), duly adopted, the board voted unanimously to accept the fourth quarter unemployment claims and annual summary analysis reports as presented.

Jill Muhr provided a review of the HR Assistance Program activities for the past several months.  Ms. Muhr has held regional meetings, attended on-site visits, conducted personnel policy reviews and responded to numerous inquiries. Ms. Muhr has also been instrumental in developing job analysis reports for highway crew, updating job descriptions, providing publications for the newsletter and working on updates to the VLCT website. Additional regional meetings will be held in April with a workshop scheduled for May.  The program appears to be gaining traction and is proving beneficial to members.

Upon motion (Safford/Provencher), duly adopted, the board voted unanimously to approve the HR Assistance Program report.        

Larry Smith reviewed the most recent utilization report from Health Advocate.  Utilization is on the rise since August of 2016, which may be due in part to member visits and increased member communications.  Health Advocate representative Tina Nuthulaganti has committed to visiting our members once each quarter in order to try to further increase member education and utilization of these services. Our two-year contract with Health Advocate renews March 1, 2018.

Upon motion (Safford/Cope), duly adopted, the board voted unanimously to approve the Health Advocate Utilization Report for 2016.

President Shepeluk provided a review of the Joint Investment Committee meeting which took place on January 27th.  The committee reviewed investment earnings for the year and also a Peer Analysis and SWOT analysis prepared by Strategic Asset Alliance, the Trust's administrator.  2016 yielded good investment earnings overall.

Upon motion (Cope/Odit), duly adopted, the board voted unanimously to approve the report of the Joint Investment Committee.

Kelley Avery reviewed the Equifax Annual Stewardship Report.  Equifax handled $1.2 million in claims for the VERB Trust UI Program in 2016 and removed $155,618 in potential liability at the initial protest level and appeal level.  This equated to an 82% overall "win" percentage for the year.  In addition $10,638 in errors were recovered from the state, thereby reducing our claims costs.

Upon motion (Safford/Odit), duly adopted, the board voted unanimously to approve the Equifax 2016 Annual Stewardship Report.

David Sichel and Joe Damiata briefly reviewed a "VERB Bucks" proposal for a way to possibly return additional surplus to members by allowing them to use such distributions to purchase VLCT or VERB services.  Another way to distribute excess surplus may simply be to lower the confidence level and subsequently reduce rates.  Mr. Gilbar cautioned that whatever distribution strategy is proposed, it should be designed with long term sustainability in mind.  Director Provencher also noted the process should be quantifiable and mutually viable for members as well.  President Shepeluk suggested the possibility of instead using the surplus to pay for existing programs, such as Health Advocate, for all members. 

Board and staff agreed to discuss this further at a board retreat for Strategic Planning.  Staff recommended the board decide on a date for this retreat, and the board agreed to set a date of June 8, 2016.

David Sichel provided a legislative update. Bills introduced include a revisit to the independent contractor definition for unemployment and workers compensation, some new health insurance mandates, the timing of unemployment compensation decisions, dissolving the Green Mountain Care Board and a public health care plan for municipal, state and school employees.  Mr. Sichel has also been testifying at the state house regarding a proposed bill for a PTSD workers' compensation presumption for police, fire and ambulance.

Upon motion (Safford/Odit), duly adopted, the board voted unanimously to adjourn the meeting (12:24 p.m.).

Respectfully submitted,
David Sichel, Assistant Secretary

Board or Committee: 
VERB Board of Directors
Board/Committee Meeting Date: 
Thursday, March 16, 2017

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