Delores Mitchell

The committee approved the open session minutes from the meeting held on October 7, 2025. Key updates included strong performance metrics for Member Services, increasing estimates generated through mySRPS and participation in the Deferred Retirement Option Program for Benefits Administration. The agency's vacancy count decreased to 24 as of November 20, 2025. Financial reports for the quarter ending September 30, 2025, showed an administrative expense appropriation usage of 23.87% for FY2026 and an MBE participation rate of 77.56%, significantly exceeding the statewide goal. The committee voted to recommend a supplemental budget request for FY2027, which included funding for 17 new roles and approximately $640 thousand for unforeseen operational needs.

The document outlines numerous proposals and votes across several distinct entities and meeting dates occurring in December 2025. Key recurring topics across the various meetings include the election of directors, ratification of auditors (such as Deloitte & Touche LLP, Ernst & Young LLP, and Wolf & Company, P.C.), advisory votes on executive compensation, and various corporate actions like approving merger agreements, amending articles of association, and authorizing equity issuances or stock plans. Specific corporate actions mentioned include Air Lease Corporation approving a merger agreement, Alibaba Health Information Technology approving revised annual caps for marketing and promotion services, Allot Ltd. addressing amendments to Articles, and ANZ Group Holdings Limited addressing director elections and climate-related strategy disclosures. Furthermore, several companies like Cisco Systems, Inc. and AutoZone, Inc. focused heavily on director elections and auditor ratification, while Coloplast A/S addressed director remuneration and financial statement acceptance.

The Board convened and first voted to enter a closed session to review sealed previous closed session minutes, discuss confidential medical board reports concerning disability retirement claims, deliberate on personnel matters, and evaluate the performance of the Board and trustees. During the open session, the Board approved the minutes from the November 18, 2025 meeting. Key discussions in open session included the Administrative Committee Report, which resulted in the Board approving an amended supplemental budget request for FY2027, including an additional $100k for a board governance consultant, to be presented to the Department of Budget and Management. Reports were also provided by the Corporate Governance and Securities Litigation Committee regarding proxy voting trends, and the Investment Committee, covering Q3 2025 performance, a liquidity analysis, and an update from the Climate Advisory Panel. The Chief Investment Officer reported that the total fund market value reached a historical high of $76.9 billion as of November 30, 2025, with positive returns in October and preliminary positive returns in November, despite underperformance against the policy benchmark year-to-date.

The Board meeting included receiving public comment from United Food and Commercial Workers International regarding labor-related and investment risks in Apollo Funds. The Audit Committee reported on its meeting, presenting updates on the Open Issues Log, Remediation Plan, and Data Analytics Dashboard, and accepting the FY25 financial statements which received a clean audit opinion. The Board subsequently approved the Climate Risk Report for submission to the General Assembly and the Private Equity/Venture Capital Investment in Maryland Technology report. The Chief Investment Officer's Report provided final performance figures for September 2025 (1.75% return, underperforming benchmark) and preliminary data for October 2025. The Board moved to closed session to review sealed minutes and Medical Board Reports concerning disability retirement claims before returning to open session, where an update on the timing for the new Chief Investment Officer announcement was requested.

The meeting agenda covered numerous proposals, including the election of the Chair, preparation and approval of the list of shareholders, and approval of the meeting agenda. Key business items involved receiving the President's Report and Financial Statements, accepting financial statements and statutory reports, approving the allocation of income and dividends of SEK 2.25 Per Share, approving the discharge of the Board and President, and determining the number of members for the Board, Deputy Members, Auditors, and Deputy Auditors. Furthermore, the attendees voted on approving the aggregate remuneration for Directors (SEK 3.6 Million) and Auditors, reelecting all seven Directors (including Hakan Sorman as Chair), ratifying PricewaterhouseCoopers AB as Auditors, approving the Remuneration Report, and approving the Performance Share Plan and Incentive Program for Key Employees. Finally, approvals were sought for a SEK 4.3 Million reduction in share capital through redemption of shares, and a SEK 4.3 Million increase in share capital through a bonus issue without new share issuance.