ORP_Consulting_Services_RFP_2025.pdf

MARYLAND STATE RETIREMENT AGENCY

120 EAST BALTIMORE STREET

BALTIMORE, MARYLAND 21202

REQUEST FOR PROPOSALS (RFP)

FOR

OPTIONAL RETIREMENT PROGRAM

CONSULTING SERVICES

ISSUE DATE: March 12, 2025

NOTICE

A Prospective Offeror that has received this document from the Maryland State Retirement Agency’s website or https://emaryland.buyspeed.com/bso/, or that has received this document from a source other than the Procurement

Officer, and that wishes to assure receipt of any changes or additional materials related to this RFP, should immediately contact the Procurement Officer and provide the Prospective Offeror’s name and mailing address so that addenda to the RFP or other communications can be sent to the Prospective Offeror.

Minority Business Enterprises Are Encouraged to Respond to this Solicitation https://emaryland.buyspeed.com/bso/

Table of Contents

VENDOR COMMENTS

KEY INFORMATION SUMMARY SHEET

SECTION 1 GENERAL INFORMATION

1.1 Summary Statement

1.2 Abbreviations and Definitions

1.3 Exempt From Procurement Regulations

1.4 Contract Duration

1.5 Procurement Officer and Contract Manager

1.6 Pre-Proposal Conference

1.7 Use of eMaryland Marketplace

1.8 Questions

1.9 Proposals Due (Closing) Date

1.10 Duration of Proposal

1.11 Revisions to the RFP

1.12 Cancellations; Discussions

1.13 Oral Presentation

1.14 Incurred Expenses

1.15 Economy of Preparation

1.16 Multiple or Alternative Proposals

1.17 Public Information Act Notice

1.18 Offeror Responsibilities

1.19 Mandatory Contractual Terms

1.20 Proposal Affidavit

1.21 Contract Affidavit

1.22 Minority Business Enterprises

1.23 Compliance with Law; Arrearages

1.24 Verification of Registration and Tax Payment

1.25 False Statements

1.26 Conflict of Interest Affidavit and Disclosure

SECTION 2 OFFEROR MINIMUM QUALIFICATIONS

2.1 Demonstrating Minimum Qualifications

2.2 Failure to Satisfy Minimum Qualifications

2.3 Minimum Qualifications

SECTION 3 REQUIREMENTS; SCOPE OF SERVICES

3.1 Background

3.2 Purpose/Objectives

3.3 Scope of Services – Requirements

3.4 Insurance Requirements

3.5 Security Requirements

3.6 Conflicts of Interest

SECTION 4 PROPOSAL SUBMISSION FORMAT

4.1 Two Part Submission

4.2 Proposals

4.3 Delivery

4.4 Volume I – Technical Proposal

4.5 Volume II - Financial Proposal

SECTION 5 EVALUATION AND SELECTION PROCESS

5.1 Evaluation Committee

5.2 Technical Criteria

5.3 Financial Criteria

5.4 Selection Procedures

5.5 Award Determination

LISTING OF ATTACHMENTS

ATTACHMENT A – STATEMENT OF MINIMUM OFFEROR QUALIFICATIONS

ATTACHMENT B – PROPOSAL QUESTIONNAIRE

ATTACHMENT C – PROPOSAL AFFIDAVIT

ATTACHMENT D – CONTRACT AFFIDAVIT

ATTACHMENT E – FINANCIAL PROPOSAL INSTRUCTIONS AND FORM

ATTACHMENT F – CONFLICT OF INTEREST AFFIDAVIT/DISCLOSURE

ATTACHMENT G – STATE PERSONNEL AND PENSIONS ARTICLE, 30-101 TO 30-307

ATTACHMENT H –DESIGNATED COMPANIES & EMPLOYING INSTITUTIONS

ATTACHMENT I – FORM OF CONTRACT

VENDOR COMMENTS

To help us improve the quality of State solicitations, and to make our procurement process more responsive and business friendly, take a few minutes and provide comments and suggestions regarding this solicitation.

Please return your comments with your response. If you have chosen not to respond to this solicitation, please email or fax this completed form to the attention of the Procurement Officer (see Key Information

Sheet below for contact information).

Solicitation entitled: Optional Retirement Program Consulting Services

1. If you have chosen not to respond to this solicitation, please indicate the reason(s) below:

( ) Other commitments preclude our participation at this time.

( ) The subject of the solicitation is not something we ordinarily provide.

( ) We are inexperienced in the work/commodities required.

( ) Specifications are unclear, too restrictive, etc. (Explain in REMARKS section.)

( ) The scope of work is beyond our present capacity.

( ) Doing business with the State of Maryland is simply too complicated. (Explain in

REMARKS section.)

( ) We cannot be competitive. (Explain in REMARKS section.)

( ) Time allotted for completion of the Proposal is insufficient.

( ) Start-up time is insufficient.

( ) Bonding/Insurance requirements are restrictive. (Explain in REMARKS section.)

( ) Proposal requirements (other than specifications) are unreasonable or too risky.

(Explain in REMARKS section.)

( ) Prior State of Maryland contract experience was unprofitable or otherwise unsatisfactory.

(Explain in REMARKS section.)

( ) Payment schedule too slow.

( ) Other: ________________________________________________________

2. If you have submitted a response to this solicitation, but wish to offer suggestions or express concerns, please use the REMARKS section below. (Attach additional pages as needed.)

REMARKS: __________________________________________________________________

Vendor Name: _______________________________________ Date: ____________________

Contact Person: ________________________________ Phone (____) _____ - ____________

Address: ____________________________________________________________________

E-mail Address: ______________________________________________________________

KEY INFORMATION SUMMARY SHEET

RFP Title: Optional Retirement Program Consuting Services

RFP Issue Date: March 12, 2025

RFP Issuing Agency: Maryland State Retirement Agency (Agency)

Send Questions to: Robert Burd

Email: rburd@sra.state.md.us

Procurement Officer Robert Burd

Maryland State Retirement Agency

120 East Baltimore Street, 12th Floor

Baltimore, MD 21202

Phone: 410.625.5571

Email: rburd@sra.state.md.us

Proposals are to be sent to: Maryland State Retirement Agency

120 East Baltimore Street, 12th Floor

Baltimore, Maryland 21202

Attention: Robert Burd

Contract Manager: Martin N. Noven

Executive Director

Maryland State Retirement Agency

120 East Baltimore Street

Baltimore, MD 21202

Office Phone Number: (410) 625-5601

Closing Date and Time: April 30, 2025 5:00 pm (Local Time)

NOTICE:

A Prospective Offeror that has received this document from the Maryland State Retirement Agency’s website or https://emaryland.buyspeed.com/bso/, or that has received this document from a source other than the Procurement Officer, and that wishes to assure receipt of any changes or additional materials related to this RFP, should immediately contact the Procurement Officer and provide the Prospective

Offeror’s name and mailing address so that addenda to the RFP or other communications can be sent to the

Prospective Offeror.

SECTION 1 GENERAL INFORMATION

1.1 Summary Statement

The Maryland State Retirement Agency on behalf of the Board of Trustees for the Maryland State

Retirement and Pension System is issuing this Request for Proposals (RFP) to obtain consulting services for the State of Maryland’s Optional Retirement Program as further described in this RFP.

1.2 Abbreviations and Definitions

For purposes of this RFP, the following abbreviations or terms have the meanings indicated below:

1.2.1 AGENCY means the Maryland State Retirement Agency.

1.2.2 ANNUITY CONTRACT means a contract that is issued by an insurance company qualified to issue annuities in the State that includes payment in the form of an annuity and that is permitted to fund a plan under § 403(b) of the Internal Revenue Code. “Annuity contract” includes a custodial account held by a bank or approved non-bank trustee or custodian under § 401(f) of the Internal Revenue Code if all of the amounts in the account are invested in regulated investment company stock as provided in § 403(b)(7) of the

Internal Revenue Code and, subject to State and federal law, may in the future include collective investment trusts (CITs) that satisfy the requirements of Revenue Ruling 81-100 as provided in § 403(b)(7) of the Internal Revenue Code.

1.2.3 BOARD means the Board of Trustees for the Maryland State Retirement and Pension

System.

1.2.4 COMAR means the Code of Maryland Regulations.

1.2.5 CONTRACT means the contract to be entered into pursuant to this RFP.

1.2.6 CONTRACT MANAGER means the individual identified by the State as the primary contact for the Contractor in the management of the Contract issued pursuant to this RFP.

1.2.7 CONTRACTOR means an Offeror who enters into a Contract with the Agency pursuant to this RFP and is a designated company.

1.2.8 DESIGNATED COMPANY means a company that has been designated pursuant to Md.

Code Ann., State Personnel and Pensions Art. (SPP), § 30-202, and from which annuity contracts are to be purchased under the ORP. A list of the current Designated Companies is set forth in ATTACHMENT H to the RFP.

1.2.9 ELIGIBLE EMPLOYEE means an individual eligible to participate in the ORP under

SPP § 30-301.

1.2.10 EMPLOYING INSTITUTION means an educational institution identified in SPP § 30-

101(e) that has employees who may be eligible to participate in the ORP pursuant to SPP

§ 30-301. A list of the current Employing Institutions is set forth in ATTACHMENT H to the RFP.

1.2.11 FINANCIAL PROPOSAL means the separate submission of all pricing data that defines the cost of the Offeror’s consulting services specified in the Technical Proposal.

1.2.12 LOCAL TIME means time in the Eastern Time zone as observed by the State of Maryland.

1.2.13 MINORITY BUSINESS ENTERPRISE (MBE) means any legal entity certified as defined at COMAR 21.01.02.01B(54) which is certified by the Maryland Department of

Transportation under COMAR 21.11.03.

1.2.14 OFFEROR means a vendor who responds to the RFP by submitting a proposal to provide the requested services.

1.2.15 ORP means the Optional Retirement Program established under SPP § 30-201 and administered by the Board of Trustees of the Maryland State Retirement and Pension

System in accordance with SPP Title 30. This program is funded by State/ employer contributions.

1.2.16 PARTICIPANT means an individual who is or may become eligible to receive a benefit of any type under the ORP.

1.2.17 RFP means this Request for Proposals for Optional Retirement Program Consulting

Services for the Board of Trustees for the State Retirement and Pension System.

1.2.18 STATE means the State of Maryland.

1.2.19 SUBCONTRACTOR means an organization or entity that the Offeror plans to utilize to provide or perform a portion of the services covered under this RFP.

1.2.20 SYSTEM means the Maryland State Retirement and Pension System.

1.2.21 TECHNICAL PROPOSAL means the Offeror’s proposal submitted to comply with the specifications for consulting services outlined in RFP Section 4.

1.3 Exempt From Procurement Regulations

With few exceptions, this RFP and any Contract entered into as a result hereof are not subject to the provisions of Division II of the State Finance and Procurement Article (Procurement Article). Nonetheless, the requirements of the Procurement Article and COMAR, Title 21, State Procurement Regulations (as amended), will be applied to this RFP to the extent practicable and consistent with obtaining the best consulting services for the ORP. The appeal procedures contained in the Procurement Article and in the

State Procurement Regulations will not apply to this procurement.

1.4 Contract Duration

The Contract resulting from this RFP shall be for a five (5) year term and is expected to begin on or about

August 15, 2025. At the sole option of the Board, the Contract may be renewed for up to two (2) additional one (1) year periods, subject to the satisfactory performance of the services required to be provided.

1.5 Procurement Officer and Contract Manager

The sole point of contact at the Agency for purposes of this RFP, prior to the award of any contract, is the

Procurement Officer identified below:

Robert Burd

Maryland State Retirement Agency

120 East Baltimore Street, 12th Floor

Baltimore, MD 21202

Telephone: 410.625.5571

Email: rburd@sra.state.md.us

Firms that intend to submit a Proposal should not contact any member of the Investment Committee, any member of the Board of Trustees for the System, the Executive Director, Chief Investment Officer, the

Deputy Chief Investment Officers or any staff member of the Agency other than the Procurement Officer.

Firms that currently do business with the System or the ORP may contact persons other than the

Procurement Officer, but their contact must be limited to that business, and should not relate to this RFP.

The Contract Manager responsible for administration and management of the Contract issued pursuant to this RFP shall be:

Martin N. Noven

Executive Director

Maryland State Retirement Agency

120 East Baltimore Street, 12th Floor

Baltimore, Maryland 21202

Telephone: (410) 625-5601

Email: mnoven@sra.state.md.us

The Agency may change the Procurement Officer and/or the Contract Manager at any time during the pendency of the Contract by notice to the Contractor.

1.6 Pre-Proposal Conference

There will be no pre-proposal conference.

1.7 Use of eMaryland Marketplace

Each Offeror is requested to indicate its eMaryland Marketplace vendor number in the Transmittal Letter submitted at the time of its proposal submission to this RFP.

eMaryland Marketplace (eMM) (https://emaryland.buyspeed.com/bso/) is a free electronic commerce system administered by the Maryland Department of General Services. In addition to using the Agency’s website (www.sra.state.md.us) and possibly other means for transmitting the RFP and associated materials, http://www.sra.state.md.us/ the solicitation, Offeror questions and the Procurement Officer’s responses, addenda, and all other solicitation related material will be provided via eMM.

In order to receive a Contract award, a Contractor must be registered on eMM. Information about eMM can be found on the website at https://emaryland.buyspeed.com/bso/login.jsp.

1.8 Questions

Questions will be accepted from prospective Offerors. All questions must be submitted in writing via email to rburd@sra.state.md.us prior to 4:00 p.m. on April 2, 2025. Answers to questions received will be posted on https://emaryland.buyspeed.com/bso/ as an Addendum, as well as the Agency’s website. Questions received after 4:00 p.m. on April 2, 2025 will be answered only if time permits and at the sole discretion of the Procurement Officer.

1.9 Proposals Due (Closing) Date

Proposals, in the number and form set forth in RFP Section 4.2 “Proposals” must be received by the

Procurement Officer at the Procurement Officer’s address no later than the Proposal Due date and time indicated on the RFP Key Information Summary Sheet (near the beginning of the solicitation) in order to be considered.

Requests for extension of this time or date will not be granted. Offerors mailing Proposals should allow sufficient mail delivery time to ensure timely receipt by the Procurement Officer. Except as provided in

COMAR 21.05.03.02.F and 21.05.02.10, Proposals received after the due date and time listed in the RFP

Key Information Summary Sheet will not be considered.

Proposals may be modified or withdrawn by written notice received by the Procurement Officer before the time and date set forth in the RFP Key Information Summary Sheet for receipt of Proposals.

Proposals may not be submitted by e-mail or facsimile. Proposals will not be opened publicly.

Vendors not responding to this solicitation are requested to submit the “Notice to Vendors” form, which includes company information and the reason for not responding (e.g., too busy, cannot meet mandatory requirements, etc.). This form is located in the RFP immediately following the Title Page (page ii).

1.10 Duration of Proposal

Proposals submitted in response to this RFP are irrevocable for 120 days following the closing date of proposals or of Best and Final Offers (BAFOs), if requested. This period may be extended at the

Procurement Officer's request only with the Offeror's written agreement.

1.11 Revisions to the RFP

If it becomes necessary to revise this RFP before the due date for Proposals, the Agency shall endeavor to provide addenda to all prospective Offerors that were sent this RFP or which are otherwise known by the

Procurement Officer to have obtained this RFP. In addition, addenda to the RFP will be posted on the

Agency’s procurement web page and through eMM. It remains the responsibility of all prospective Offerors to check all applicable websites for any addenda issued prior to the submission of Proposals. Addenda made after the due date for Proposals will be sent only to those Offerors that submitted a timely Proposal and that remain under award consideration as of the issuance date of the addenda.

Acknowledgment of the receipt of all addenda to this RFP issued before the proposal due date must accompany the Offeror’s proposal in the Transmittal Letter accompanying the Technical Proposal submittal. Acknowledgement of the receipt of addenda to the RFP issued after the proposal due date shall be in the manner specified in the addendum notice. Failure to acknowledge receipt of an addendum does not relieve the Offeror from complying with the terms, additions, deletions, or corrections set forth in the addenda.

1.12 Cancellations; Discussions

The Agency reserves the right to cancel this RFP, accept or reject any and all proposals, in whole or in part, received in response to this RFP, to waive or permit cure of minor irregularities, and to conduct discussions with all qualified or potentially qualified Offerors in any manner necessary to serve the best interests of the

State. The Agency also reserves the right, in its sole discretion, to award a contract based upon the written proposals received without discussions or negotiations.

1.13 Oral Presentation

Offerors may be required to make oral presentations to the Evaluation Committee (defined below).

Significant representations made by an Offeror during the oral presentation must be reduced to writing. All written representations will become part of the Offeror’s proposal and are binding if the Contract is awarded. The Procurement Officer will notify Offerors of the time and place of oral presentations, if any.

Typically, oral presentations occur approximately four to six weeks after the proposal due date.

1.14 Incurred Expenses

The State will not be responsible for any costs incurred by an Offeror in preparing and submitting a proposal, in making an oral presentation, in providing a demonstration, or in performing any other activities related to submitting a proposal in response to this solicitation.

1.15 Economy of Preparation

Proposals should be prepared simply and economically, providing a straightforward, concise description of the Offeror's proposal to meet the requirements of this RFP.

1.16 Multiple or Alternative Proposals

Neither multiple nor alternate proposals will be accepted.

1.17 Public Information Act Notice

An Offeror should give specific attention to the clear identification of those portions of its proposal that it considers confidential, proprietary commercial information or trade secrets, and provide justification why such materials, upon request, should not be disclosed by the State under the Public Information Act, Md.

Code Ann., General Provisions Article, Title 4. (Also, see RFP Section 4.4.2.2.) This confidential and/or proprietary information should be identified by page and section number and placed after the Title Page and before the Table of Contents in the Technical Proposal and if applicable, separately in the Financial

Proposal.

Offerors are advised that, upon request for this information from a third party, the Procurement Officer is required to make an independent determination whether the information must be disclosed.

1.18 Offeror Responsibilities

The selected Offeror/Contractor shall be responsible for all products and services required by this RFP.

Each Offeror shall identify all proposed subcontractors and include a complete description of their roles relative to the Proposal. The selected Offeror retains responsibility for all work performed by and every deliverable submitted by a subcontractor.

If an Offeror that seeks to perform or provide the services required by this RFP is the subsidiary of another entity, all information submitted by the Offeror including but not limited to references, financial reports, or experience and documentation (e.g. insurance policies, bonds, letters of credit) used to meet minimum qualifications, if any, shall pertain exclusively to the Offeror, unless the parent organization will guarantee the performance of the subsidiary. If applicable, the Offeror shall submit with its Proposal an explicit statement, signed by an authorized representative of the parent organization, stating that the parent organization will guarantee the performance of the subsidiary.

A parental guarantee of the performance of the Offeror under this RFP Section 1.18 will not automatically result in crediting the Offeror with the experience and/or qualifications of the parent under any evaluation criteria pertaining to the Offeror’s experience and qualifications. Instead, the Offeror will be evaluated on the extent to which the Agency determines that the experience and qualification of the parent are transferred to and shared with the Offeror, the parent is directly involved in the performance of the Contract, and the value of the parent’s participation as determined by the Agency.

1.19 Mandatory Contractual Terms

By submitting an offer in response to this RFP, an Offeror, if selected for award, shall be deemed to have accepted the terms of this RFP and the Contract, attached herein as ATTACHMENT I of this RFP. Any exceptions to this RFP or the Contract shall be clearly identified in the Executive Summary of the Technical

Proposal. A Proposal that takes exception to these terms may be deemed not reasonably susceptible of being selected for award.

1.20 Proposal Affidavit

A proposal submitted by an Offeror must be accompanied by a completed Proposal Affidavit. A copy of this Affidavit is included as ATTACHMENT C of this RFP.

1.21 Contract Affidavit

All Offerors are advised that if a contract is awarded as a result of this solicitation, the successful Offeror will be required to complete a Contract Affidavit. A copy of this Affidavit is included for informational purposes as ATTACHMENT D of this RFP. This Affidavit must be completed and submitted within five business days after notification of proposed contract award. For purposes of completing Section “B” of this

Affidavit (Certification of Registration or Qualification with the State Department of Assessments and

Taxation), note that a business entity that is organized outside of the State of Maryland is considered to be a “foreign” business.

1.22 Minority Business Enterprises

Minority Business Enterprises (MBEs) are encouraged to respond to this RFP. Offerors who consider themselves to be minority contractors are encouraged to obtain certification from the Maryland

Department of Transportation. A minimum certified Minority Business Enterprise subcontract participation goal has not been established for this procurement, but certified MBE subcontract participation may be considered in evaluating proposals under certain circumstances. Offerors are encouraged to utilize MBEs for any subcontracting opportunities that may arise. The Agency also encourages Offerors to include socially and economically disadvantaged individuals on the team responding to this solicitation, if applicable.

A current directory of certified MBEs is available through the Maryland State Department of Transportation

(MDOT), Office of Minority Business Enterprise, 7201 Corporate Center Drive, Hanover, Maryland 21076.

The phone numbers are (410) 865-1269, 1-800-544-6056, or TTY (410) 865-1342. The directory is also available on the MDOT website at http://mbe.mdot.state.md.us/directory/. The most current and up-to-date information on MBEs is available via this website.

1.23 Compliance with Law; Arrearages

By submitting a Proposal in response to this RFP, the Offeror, if selected for award, agrees that it will comply with all federal, State, and local laws applicable to its activities and obligations under the Contract.

By submitting a response to this solicitation, each Offeror represents that it is not in arrears in the payment of any obligations due and owing the State, including the payment of taxes and employee benefits, and shall not become so in arrears during the term of the Contract if selected for Contract award.

1.24 Verification of Registration and Tax Payment

Before a business entity can do business in the State, it must be registered with the State Department of

Assessments and Taxation (SDAT). SDAT is located at State Office Building, Room 803, 301 West Preston

Street, Baltimore, Maryland 21201. For registration information, visit https://www.egov.maryland.gov/businessexpress.

It is strongly recommended that any potential Offeror complete registration prior to the due date for receipt of Proposals. An Offeror’s failure to complete registration with SDAT may disqualify an otherwise successful Offeror from final consideration and recommendation for Contract award.

1.25 False Statements

Offerors are advised that §11-205.1 of the State Finance and Procurement Article of the Annotated Code of Maryland provides as follows:

1.25.1 In connection with a procurement contract a person may not willfully:

http://mbe.mdot.state.md.us/directory/ https://www.egov.maryland.gov/businessexpress

(a) Falsify, conceal, or suppress a material fact by any scheme or device;

(b) Make a false or fraudulent statement or representation of a material fact; or

(c) Use a false writing or document that contains a false or fraudulent statement or entry of a material fact.

1.25.2 A person may not aid or conspire with another person to commit an act under subsection

1.25.1 of this RFP Section 1.25.

1.25.3 A person who violates any provision of this RFP Section 1.25 is guilty of a felony and on conviction is subject to a fine not exceeding $20,000 or imprisonment not exceeding 5 years or both.

1.26 Conflict of Interest Affidavit and Disclosure

Offerors shall complete and sign the Conflict of Interest Affidavit and Disclosure (ATTACHMENT F) and submit it with their proposals. All Offerors are advised that if a Contract is awarded as a result of this solicitation, the Contractor’s personnel who perform or control work under this Contract and each of the participating subcontractor personnel who perform or control work under this Contract shall be required to complete agreements substantially similar to ATTACHMENT F, Conflict of Interest Affidavit and

Disclosure. For policies and procedures applying specifically to Conflict of Interests, the Contract is governed by COMAR 21.05.08.08.

REMAINDER OF PAGE LEFT INTENTIONALLY BLANK

SECTION 2 OFFEROR MINIMUM QUALIFICATIONS

2.1 Demonstrating Minimum Qualifications

An Offeror must demonstrate in its Technical Proposal that they satisfy each of the minimum qualifications set forth in RFP Section 2.3.

2.2 Failure to Satisfy Minimum Qualifications

Failure to satisfy the minimum qualifications stated in this RFP will result in an Offeror being classified as not reasonably susceptible of selection for award, and failure to maintain compliance with any of these qualifications during the term of the Contract may be considered an event of default.

2.3 Minimum Qualifications

An Offeror must demonstrate in its Technical Proposal that the following minimum qualifications have been met:

2.3.1 The Offeror has provided defined contribution consulting services similar to those described in Section 3, Scope of Services, during the last five (5) years to at least five (5) public and/or private plan sponsor clients or educational institutions whose assets under advisement aggregate to at least one billion dollars.

2.3.2 The Offeror is not in bankruptcy, conservatorship, receivership, or in the possession of a regulatory agency.

2.3.3 The Offeror, its parent or an affiliate is a registered investment advisor with the SEC under the Investment Advisers Act of 1940.

Failure to maintain compliance with any of these qualifications during the term of the Contract may be considered an event of default; the Contractor must notify the Agency of the Contractor’s non-compliance within ten (10) calendar days of the precipitating event.

SECTION 3 REQUIREMENTS; SCOPE OF SERVICES

3.1 Background

The Maryland State Retirement Agency (Agency) is the administrator of the Maryland State Retirement and Pension System (System). The System was established by the State Personnel and Pensions Article of the Annotated Code of Maryland (SPP) to provide retirement allowances and other benefits to State employees, teachers, and other State and local employees. Responsibility for the System’s administration and operations is vested in a 15-member Board of Trustees (Board).

The State of Maryland also provides an Optional Retirement Program (ORP), a tax-deferred, defined contribution retirement plan authorized under Section 403(b) of the Internal Revenue Code. Title 30 of the

State Personnel and Pension Article charges the Board with certain administrative responsibilities for the

ORP including the selection of designated companies from which annuity contracts are to be purchased under the program (See SPP § 30-202). The State Retirement Agency is responsible for carrying out the administrative duties of the Board with respect to the ORP. A copy of Title 30 in effect as of the date of the

RFP is included as ATTACHMENT G.

Eligible employees of Maryland’s public higher education institutions can make a one-time irrevocable election to participate in the ORP, a defined contribution plan, as an alternative to the System’s defined benefit pension plans. Employees can currently choose to open an ORP account with one of two vendors:

Fidelity and TIAA. Set forth in ATTACHMENT H are ORP assets with each of these Designated

Companies as of December 31, 2024. On December 31, 2024, there were roughly 48,000 participants in the ORP, approximately 20,000 of which were active participants receiving State/employer contributions.

Total ORP assets were $5.5 billion. The State contributed more than $154 million to the ORP for the twelve-month period ending December 31, 2024. There are 34 institutions consisting of 44 different locations in the State of Maryland with eligible employees that participate in the ORP. A list of Employing

Institutions as of the date of the RFP is included as ATTACHMENT H. For more detailed information regarding the ORP, please refer to the most recent consultant reports on the Agency’s website at:

http://www.sra.state.md.us/Agency/Investment/OptionalRetirementProgram.aspx

More information about the System can be found in its Annual Comprehensive Financial Report. This RFP, as well a copy of the ORP Plan Document and amendments, and certain other information about the ORP, can be found under the Investments & Financials tab on the System’s website (http://www.sra.state.md.us).

3.2 Purpose/Objectives

Whether the Agency contracts with a single Contractor or several Contractors will depend upon the cost of such services in relation to the level and quality of service anticipated by the Agency as determined in its sole judgment. An Offeror may propose to subcontract or otherwise offer the required services in partnership with another firm, but delivery of the services must be transparent to the Agency. It is possible that none of the submitted Proposals will be satisfactory to the Agency, in which case no selection will be made.

3.3 Scope of Services – Requirements

The Consultant shall be required to provide the following services in connection with the ORP (the

“Required Services”)

3.3.1 Program Reviews and Reports

http://www.sra.state.md.us/Agency/Investment/OptionalRetirementProgram.aspx http://www.sra.state.md.us/

3.3.1.1 Conduct Program Reviews

The Consultant shall conduct a biannual review and analysis of the current ORP program as of December 31, 2025, December 31, 2027 and December 31, 2029, and if the Board exercises the renewal options, December 31, 2031. These program reviews shall include, but may not be limited to, the following:

▪ Performance analysis of all ORP investment options to include benchmark and peer universe comparison, in accordance with the Investment Policy;

▪ Analysis of risk characteristics of investment options;

▪ Suitability of current investment lineup;

▪ Analysis of default investment option(s);

▪ Analysis and benchmarking of current fee structure;

▪ Participation levels across vendors and investment options;

▪ Analysis of satisfaction levels among Employing Institutions;

▪ Assessment of the overall effectiveness of the ORP in meeting the needs of participants and whether participants are making sound investment and saving decision;

▪ Recommendations to improve the overall ORP Program;

▪ Upon request, assistance with implementing any recommendation to remove, replace, or add an investment option.

3.3.1.2 Reports

The Consultant shall present a draft report of the analysis, findings and recommendations of the consultant’s program review to the Agency’s Executive Director and Investment Division staff by the end of March of the years 2026, 2028, 2030 and, if the Board exercises the renewal options, 2032. The draft report must include a description of the methodologies used and any assumptions employed in conducting the program review. The draft report is to be finalized by the consultant promptly upon receipt of staff’s comments. The consultant may be asked to prepare executive summaries of its reports and/or other materials for presentations.

3.3.1.3 Presentations/Meetings

The Consultant shall make oral presentations summarizing the analysis, findings and recommendations of the consultant’s program review to the Investment Committee and/or Board of Trustees. It is anticipated that this will occur in May of 2026, 2028, 2030 and, if the Board exercises the renewal options, 2032. Prospective Offerors should note that they will be responsible for all costs and expenses relating to their travel to and attendance at these meetings, which will take place either in Baltimore or Annapolis, Maryland.

3.3.2 Other Required Services

The Consultant shall be available to perform any special projects or tasks requested by the

Contract Monitor on an “as needed” basis. Special projects or tasks may include, but not be limited to, the following:

3.3.2.1 Board Education – If requested, the Consultant shall be available to conduct trustee education relating to the Board’s responsibility as it pertains to the ORP and to notify the

Board of any extraordinary events that impact the ORP program between biannual reviews.

3.3.2.2 Participant Education – If requested, review or develop participant education materials associated with the selection between the ORP and the defined benefit plan that considers income replacement and retirement readiness.

3.3.2.3 Service-Level Agreements – If requested, assist in the development of service-level agreements with the recordkeepers outlining allowed non-plan related services and appropriate cross-selling practices to participants, and develop a structure and process to monitor compliance with these policies.

3.3.2.4 Custom Glidepaths – If requested, use plan demographics and other characteristics to evaluate the need to create custom glidepaths for the target date lifecycle funds that may be better suited for ORP participants.

3.3.2.5 White Label Investment Products – If requested, consider establishing white label investment products and collective investment trusts, if and when available as investment options under State and federal law, to potentially lower cost and simplify plan administration.

3.3.2.6 Auto-Enrollment/Mandatory Employee Contributions – If requested, evaluate the level of voluntary employee contributions in the supplemental retirement plans and consider the need for an auto-enrollment feature or mandatory employee contributions.

3.3.2.7 Investment Policy – If requested, the Consultant shall be available to assist Agency staff with the development of an Investment Policy for the ORP.

3.3.2.8 Vendor searches – If requested, the Consultant shall be available to assist the Board in conducting vendor searches for the ORP.

3.3.2.9 Fee Negotiations – If requested, the Consultant shall be available to assist the Board in negotiating fee reductions or restructuring with vendors and investment managers.

3.3.2.10 In-Plan Annuity Options – If requested, the Consultant shall be available to assist the

Board in evaluating in-plan annuitization options, including but not limited to qualified longevity annuity contracts.

3.3.2.11 Transitions – If requested, the Consultant shall be available to implement or monitor, or assist the Agency and the Board in implementing and monitoring, any vendor and/or investment option termination or transition.

3.3.2.12 Other special projects – If requested, the Consultant shall be available to assist the

Agency and the Board in addressing other issues relating to the ORP, such as analyzing the form and content of any Annuity Contracts offered in the program.

3.3.3 Financial Arrangements

3.3.3.1 In the Financial Proposals submitted in response to this RFP, the “Program Review and

Reports” component of the Required Services (Section 3.3.1) is to be billed on a per-review basis. See Financial Proposal Instructions and Forms – Form 1 (ATTACHMENT

E) for further information.

3.3.3.2 In the Financial Proposals submitted in response to this RFP, the “Other Required

Services” component of the Required Services (Section 3.3.2) will be billed on a blended hourly rate basis, subject to the terms and conditions set forth in this Section 3.3.3 and the

Contract. See Financial Proposal Instructions and Forms – Form 2 (ATTACHMENT E) for further information.

3.3.3.3 If the Agency or the Board desires the Consultant to provide any of the “Other Required

Services” described in Section 3.3.2 above, then:

▪ the Contract Manager shall provide the Consultant with a description of the desired services;

▪ the Consultant shall provide the Contract Manager with an estimate of the dollar amount which will be required for the performance of the services;

▪ the Contract Manager shall either (i) authorize the Consultant to perform the agreed-upon services, (ii) revise the scope of the services, or (iii) not utilize the Consultant’s services, as the case may be; and

▪ notwithstanding the foregoing, the parties may agree to (a) base compensation on a fee-per-project basis and/or (b) an establish overall ceiling for a particular assignment.

3.4 Insurance Requirements

3.4.1 The Consultant shall maintain directors and officers liability insurance coverage of at least one million dollars ($1,000,000).

3.4.2 The Consultant shall maintain investment adviser professional indemnity insurance or similar policy covering actions taken by the Consultant, its agents, employees and subcontractors arising from the services which the Consultant provides pursuant to this

Contract, with a per-occurrence limit of at least Ten Million Dollars ($10,000,000) and an annual aggregate of at least Ten Million Dollars ($10,000,000).

3.4.3 The Contractor shall maintain errors and omissions/professional liability

(including cyber liability) insurance with a minimum limit of ten million

($10,000,000) per claim and annual aggregate.

3.4.4 The Contractor shall maintain crime insurance to cover employee theft with minimum single loss limit of five million dollars ($5,000,000) per loss, and a single loss retention not to exceed ten million dollars ($10,000,000).

3.4.5 Within five (5) Business Days of recommendation for Contract award, and before any work begins, the Contractor shall provide the Procurement

Officer with current certificates of insurance, and shall update such certificates periodically, but no less than annually in multi-year contracts, as directed by the Contract Manager.

3.4.6 The Contractor shall maintain workers’ compensation and other insurance as required by the State of Maryland and federal law, and shall maintain such insurance at levels acceptable to the Agency in full force and effect during the term of this Contract. The

Consultant agrees to furnish satisfactory evidence of this insurance coverage to the

Agency upon request.

3.4.7 The Contractor shall require that any subcontractors providing primary services (as opposed to non-critical, ancillary services) under this

Contract obtain and maintain the same levels of insurance and shall provide the Contract Manager with the same documentation as is required of the Contractor.

3.5 Security Requirements

3.5.1 Employee Identification

3.5.1.1 Each person who is an employee or agent of the Contractor or subcontractor shall display his or her company ID badge at all times while on State premises. Upon request of authorized State personnel, each such employee or agent shall provide additional photo identification.

3.5.1.2 At all times at any facility, the Contractor’s personnel shall cooperate with

State site requirements that include but are not limited to being prepared to be escorted at all times, providing information for badge issuance, and wearing the badge in a visible location at all times.

3.5.2 Criminal Background Check

The Contractor shall obtain from all Contractor and subcontractor personnel assigned to work on the Contract a signed statement permitting a criminal background check. The Contractor shall secure at its own expense a Maryland State Police and/or FBI background check and provide the

Contract Manager with completed checks on the above-listed personnel assigned to work under the Contract prior to assignment. At a minimum, these background checks must include all convictions and probation before judgment (PBJ) dispositions. The Contractor may not assign an individual whose background check reflects any criminal activity to work under this Contract unless prior written approval is obtained from the Contract Manager.

3.6 Conflicts of Interest

3.6.1 The General Procurement Law, State Finance and Procurement Article, §13-212.1, might limit the selected Contractor’s ability to participate in future related procurements or to provide advice or consultation services to organizations or companies that do business with or plan to do business with the State, depending upon specific circumstances.

3.6.2 The Contractor shall perform the duties required by this RFP impartially and without any conflict of interest. The Contractor’s first priority in performing the duties of the Contract shall be the protection of the State’s interests.

3.6.3 The Contractor shall provide periodic updates to the Agency and the Contract Manager, providing information such as that required by the Conflict of Interest affidavit attached as ATTACHMENT

F, certifying whether a conflict of interest or potential conflict of interest exists. The Contractor shall notify the Agency and Contract Manager whenever the Contractor provides services to, contracts with, or receives any compensation or remuneration from an organization or company that is involved in a matter related to this RFP.

SECTION 4 PROPOSAL SUBMISSION FORMAT

4.1 Two Part Submission

Offerors must submit separate proposals in two separate volumes:

• Volume I – (TECHNICAL PROPOSAL)

• Volume II – (FINANCIAL PROPOSAL)

4.2 Proposals

Volume I - Technical Proposal, and Volume II - Financial Proposal shall be sealed separately from one another. It is preferred, but not required, that the name, email address, and telephone number of a contact person for the Offeror be included on the outside of the packaging for each volume. Each Volume shall contain an unbound original, so identified, and six (6) copies. Unless the resulting package will be too unwieldy, the Agency’s preference is for the two (2) sealed Volumes to be submitted together in a single package including a label bearing:

(1) RFP title,

(2) Name and address of the Offeror, and

(3) Closing date and time for receipt of Proposals to the Procurement Officer (see RFP Key Information Summary Sheet) prior to the date and time for receipt of Proposals (see RFP Section 1.9).

An electronic version of Volume 1 - Technical Proposal in Microsoft Word format must be enclosed with the original Volume I - Technical Proposal submission. An electronic version of Volume II - Financial

Proposal in Microsoft Word or Microsoft Excel format must be enclosed with the original Volume II -

Financial Proposal submission. Each USB Flash Drive must be labeled on the outside with the RFP title and number, name of the Offeror, and volume number. Each USB Flash Drive must be packaged with the original copy of the appropriate Proposal (Technical or Financial). In the event of any discrepancy between the hard copy and electronic versions of an Offeror’s Proposal, the State shall determine the controlling version in accordance with the State’s interests.

A second electronic version of Volume I and Volume II in searchable Adobe pdf format shall be submitted on USB Flash Drive for Public Information Act (PIA) requests. This copy shall be redacted so that confidential and/or proprietary information has been removed (see RFP Section 1.17).

Beginning with the Transmittal Letter (see RFP Section 4.4.2.4), all pages of both Proposal volumes shall be consecutively-numbered from beginning (Page 1) to end (Page “x”). Pages prior to the Transmittal Letter should be numbered using romanettes (ex. i, ii, iii, iv, v, etc.).

Proposals and any modifications to Proposals will be shown only to State employees, members of the

Evaluation Committee (defined below), and other persons deemed by the Agency to have a legitimate interest in them.

4.3 Delivery

Offerors may either mail or hand-deliver proposals.

For U.S. Postal Service deliveries, any Proposal that has been received at the appropriate mailroom, or typical place of mail receipt, for the respective procuring unit by the time and date listed in the RFP will be deemed to be timely. If an Offeror chooses to use the U.S. Postal Service for delivery, the Agency recommends that it use Express Mail, Priority Mail, or Certified Mail only as these are the only forms for which both the date and time of receipt can be verified by the Agency. It could take several days for an item sent by first class mail to make its way by normal internal mail to the procuring unit and an Offeror using first class mail will not be able to prove a timely delivery at the mailroom.

Hand-delivery includes delivery by commercial carrier acting as agent for the Offeror. For any type of direct (non-mail) delivery, an Offeror is advised to secure a dated, signed, and time-stamped (or otherwise indicated) receipt of delivery.

4.4 Volume I – Technical Proposal

4.4.1 Format of Technical Proposal; Required Submissions

Inside a sealed package described in RFP Section 4.2, above, an unbound original, to be so labeled, six (6) copies and the electronic version shall be provided. In addition to the instructions below, the

Offeror’s Technical Proposals should be organized and numbered in the same order as this RFP.

This proposal organization will allow the Evaluation Committee (defined below) to “map” Offeror responses directly to RFP requirements by paragraph number.

The Offeror should use the sub-headings provided by this RFP to organize the response (i.e., to describe in detail how Offeror meets the minimum qualifications as a response to RFP Section 2.3 and proposes to provide the services enumerated in RFP Section 3.3).

4.4.2 The Technical Proposal

The Technical Proposal shall include the following sections in this order:

4.4.2.1 Title Page

The Technical Proposal should begin with a title page bearing the name and address of the

Offeror and the name and number of this RFP.

4.4.2.2 Confidential, Proprietary Commercial Information or Trade Secrets

Any information which is claimed to be confidential is to be noted by reference and included after the Title Page and before the Table of Contents, and if applicable, also in the

Offeror’s Financial Proposal. An explanation for each claim of confidentiality shall be included (see RFP Section 1.17 “Public Information Act Notice”). The entire Proposal should not be given a blanket confidentiality designation. Any confidentiality designation must apply to specific sections, pages, or portions of pages of the Proposal.

4.4.2.3 Table of Contents

A table of contents for the Technical Proposal should follow the title page or the Offeror’s confidential, proprietary information or trade secrets claims.

4.4.2.4 Transmittal Letter

A transmittal letter must accompany the Technical Proposal. The purpose of this letter is to transmit the proposal and acknowledge the receipt of any addenda/amendments. The transmittal letter should be brief and signed by an individual who is authorized to commit the Offeror to the services and requirements as stated in this RFP.

4.4.2.5. Executive Summary

The Offeror shall condense and highlight the contents of the Technical Proposal in a separate section titled “Executive Summary”. The Executive Summary shall reflect the

RFP subject, name of the firm, address, telephone number, contact person, date of preparation, and names of persons who are authorized to make representations on behalf of the Offeror (include their titles, addresses, telephone numbers and other contact information). This section shall include a summary description of the firm’s background and history in providing the services requested by the RFP. Any marketing materials included in the Offeror’s proposal to more fully describe the Offeror’s services should be clearly referenced in the proposal.

The Executive Summary must include a statement that the Offeror, if chosen for award, shall comply with all terms and conditions stated in this RFP, including without limitation, the terms of the form of Contract set forth in ATTACHMENT I to this RFP. Exceptions to the RFP or attachments may result in rejection of the proposal.

4.4.2.6 Minimum Qualifications Demonstration and Documentation

The Offeror shall address each minimum qualification specified in RFP Section 2.3 and shall demonstrate how the Offeror meets each of these minimum qualifications. The

Offeror must also complete the Statement of Minimum Offeror Qualifications included as

ATTACHMENT A to this RFP. The response must contain sufficient information to assure the Agency of its…