RESOLUTION TO PARTICIPATE IN THE NYCLASS MUNICIPAL COOPERATION AGREEMENT

The WHEREAS clause cites only GML §119-o (Article 5-G) as the enabling authority for the NYCLASS cooperative investment arrangement. However, GML Article 3-A (§§39–43) specifically governs 'cooperative investment agreements' among municipal corporations and may impose additional requirements — such as conditions on the structure of the agreement, eligible investments, and collateral — beyond those in Article 5-G. Consider whether counsel has confirmed that the resolution's authorization satisfies both Article 5-G and Article 3-A, and whether the NYCLASS agreement itself (as amended and restated August 1, 2023) was reviewed for compliance with Article 3-A's definitions and conditions.

New York municipalities are generally limited to specific categories of investments enumerated in GML §11 (e.g., U.S. obligations, repurchase agreements collateralized by U.S. obligations, certain certificates of deposit). Participation in NYCLASS effectively delegates investment decisions to the program's administrator. The resolution does not describe what instruments NYCLASS may purchase with Village funds, nor does it confirm that NYCLASS's eligible investment universe is co-extensive with GML §11's permitted categories. Consider whether counsel has reviewed the NYCLASS agreement and current fund holdings to confirm that all potential investments comply with GML §11. The corpus excerpts provided do not include GML §11 text; recommend trustees and counsel consult that section directly.

The third RESOLVED clause states that 'prior to the initial investment, the Board of Trustees will review and adopt a NYCLASS Investment Policy.' OSC's 'Investing and Protecting Public Funds' guide identifies a formal investment policy as a foundational element of a sound investment program and recommends it address legality, safety, liquidity, and yield. The resolution as written does not specify a deadline for adoption, require minimum policy content (e.g., eligible instruments, concentration limits, reporting obligations, authorized signers' individual transaction limits), or clarify whether the NYCLASS program's own investment guidelines will be incorporated by reference. Consider whether the future policy should be conditioned on a specific adoption deadline and minimum OSC-recommended content before any funds are transferred.

OSC's Reserve Funds guide notes that reserve funds have specific statutory purposes and requirements. If any Village reserve funds are to be invested through NYCLASS, the applicable reserve fund statutes (GML §6-c et seq.) may impose their own investment restrictions that are narrower than NYCLASS's eligible universe. The resolution and its WHEREAS clauses do not distinguish between operating funds and reserve funds. The forthcoming Investment Policy should explicitly address whether and how reserve fund moneys may be placed in NYCLASS, and confirm alignment with the reserve-fund-specific statutory investment requirements.

The second RESOLVED clause designates the Mayor, Treasurer, and Comptroller as Authorized Signers without specifying whether each must act jointly or may act individually, or whether dollar thresholds apply. OSC's investing guide recommends documented portfolio monitoring and reporting to the governing board. Without express limits in the resolution or a contemporaneous internal controls policy, the arrangement may allow any single authorized signer to initiate transfers of any size without board oversight. Consider whether the resolution or the forthcoming investment policy should specify transaction authorization levels, dual-signature requirements, and periodic reporting obligations to the full Board.

The resolution authorizes registration under the NYCLASS Municipal Agreement 'amended and restated as of August 1, 2023,' but the record does not indicate whether trustees received or reviewed that agreement before voting. For a contractual commitment of potentially ongoing financial significance, OSC best practices and sound board governance suggest that trustees should have access to the operative agreement document, and that the minutes reflect at minimum that it was made available. Consider whether the meeting minutes should be supplemented to confirm the agreement was distributed to trustees prior to the vote.