Meeting of the Board of Directors of the Pension Benefit Guaranty Corporation
August 6, 2013
5:30 PM – 6:00 PM
Department of Labor
Thomas E. Perez, Secretary of Labor and Chair of the PBGC Board of Directors
Phyllis C. Borzi, Assistant Secretary of Labor, Employee Benefits Security Administration
Sharon Block, Senior Counselor to the Secretary
Hilary Duke, Division Chief, Office of Policy and Research, Employee Benefits Security Administration
Nicole Swift, Employee Benefits Law Specialist, Employee Benefits Security Administration
Adrienne Dwyer, Office of the Solicitor
Rob Sadler, Office of the Solicitor
Department of the Treasury
Jacob J. Lew, Secretary of the Treasury
Department of Commerce
Penny Pritzker, Secretary of Commerce
Mark Doms, Under Secretary for Economic Affairs
Rick Lattimer, Policy Analyst, Economics and Statistics Administration
Joshua Gotbaum, Director
Ann Orr, Chief of Staff
Judith Starr, General Counsel and Secretary to the Board
J. Jioni Palmer, Director, Communications and Public Affairs Department
PBGC Office of Inspector General
Rebecca Anne Batts, Inspector General
PBGC Advisory Committee
David M. Strauss, Chair
The Chair called the meeting to order at 5:35 p.m. and welcomed everyone to his first Board meeting. The meeting then proceeded in accordance with the established agenda (Attachment 1).
The Chair turned to the first topic, submission of nominations by the Advisory Committee to the Board for the position of Participant and Plan Sponsor Advocate, in accordance with the MAP-21 legislation enacted last year. The question of who the Advocate would report to was discussed but not resolved at the time.
David Strauss, Chair of the Advisory Committee, explained that the legislation required the Committee to consult with participant and plan sponsor advocacy groups in coming up with at least two but no more than three nominees for the position. The Advisory Committee consulted with fifteen organizations representing participants, sponsors and plan professionals, including the Pension Rights Center, the American Association of Retired Persons, the ERISA Advisory Committee, the American Benefits Council, and several actuarial trade organizations. Advisory Committee members then narrowed the candidates to four people and Committee members interviewed all four candidates. As a result of this work, Mr. Strauss explained, the Committee is sending forward two candidates to the Board. The two candidates that were chosen had, in addition to professional and technical qualifications, significant government experience that would enable them to hit the ground running, which the Advisory Committee viewed as important because the new Advocate will be creating the position from scratch. Mr. Strauss identified one of the candidates as the front-runner due to a higher profile with PBGC stakeholders, although he noted that either candidate would be an excellent choice.
The Board Members expressed their appreciation for the work of Mr. Strauss and the Advisory Committee and noted that the Advocate would be an important position to help with governance and Board oversight. The Board Members discussed the process for interviewing the two finalists and selecting the Advocate and directed the Board Representatives to conduct the initial interviews and make a recommendation to the Board.
The Chair next recognized General Counsel and Board Secretary Judith Starr to present her recommendation for implementing the MAP-21 legislation's requirements for avoiding conflicts of interest of Board Members and the Director, including a bar on participating in a decision in which they have a direct financial interest. Ms. Starr explained that after consultation with the Office of Government Ethics and Board agency ethics officials, she had determined that the law did not change the existing ethics standard but did impose certain procedural requirements on the Board, such as Board approval of ethics waivers for the Director. She proposed to leverage existing agency reporting and screening processes and integrate them into the PBGC governance structure, and to circulate a Board resolution and bylaw amendment to implement this process. The Chair agreed that the proposal should be circulated for Board approval and thanked Ms. Starr for her work.
There being no further business, the Board went into executive session. The meeting adjourned at 6:12 p.m.
- Introduction by Secretary Perez
- Recommendation by PBGC Advisory Committee on Participant and Plan Sponsor Advocate
- Conflicts of Interest Policy
- Board Member Executive Session