EXHIBIT O

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PO Box 42001 • San Juan, PR 00940-2001 • Telephone (787) 722-2525

Municipal Secondary Market Disclosure Information Cover Sheet 

Municipal Securities Rulemaking Board (MSRB)

Electronic Municipal Market Access System (EMMA) 

THIS FILING RELATES TO A SINGLE BOND ISSUE:

Name of bond issue exactly as it appears on the cover of the Official Statement:

Nine-digit CUSIP* numbers if available, to which the information relates:

THIS FILING RELATES TO ALL OR SEVERAL SECURITIES ISSUED BY THE ISSUER, OR ALL OR SEVERAL 

SECURITIES OF A SPECIFIC CREDITOR:

Issuer’s Name: Employees Retirement System of the Government of the Commonwealth of Puerto Rico

Other Obligated Person’s Name (if any): 

Six-digit CUSIP* number(s): 29216M

TYPE OF INFORMATION PROVIDED: 

A. Annual Financial Information and Operating Data pursuant to Rule 15c2-12

Fiscal Period Covered: 2016-17

B. Audited Financial Statements or CAFR pursuant to Rule 15c2-12

Fiscal Period Covered: 

C. Notice of Failure to Provide Annual Financial Information as Required

I represent that I am authorized by the issuer, obligor or its agent to distribute this information publicly.

/s/ Sebastián M. Torres Rodríguez

Sebastián M. Torres Rodríguez

Puerto Rico Fiscal Agency and Financial Advisory Authority, 

 as Fiscal Agent for the Commonwealth

Dated: May 1, 2018

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EMPLOYEES RETIREMENT SYSTEM OF THE GOVERNMENT 

OF THE COMMONWEALTH OF PUERTO RICO 

 

ANNUAL FINANCIAL INFORMATION 

Fiscal Year 2017 

Introduction

In connection with the issuance by the Employees Retirement System of the Government of the 

Commonwealth of Puerto Rico (the “System”) of its Senior Pension Funding Bonds (Base CUSIP No. 

29216M) and in compliance with Rule 15c2-12, as amended, of the Securities and Exchange 

Commission, the System has covenanted to file within 305 days after the end of each fiscal year with the 

Municipal Securities Rulemaking Board (“MSRB”) through the Electronic Municipal Market Access 

System (“EMMA”):

• Core financial information and operating data for the prior fiscal year, including audited 

financial statements, prepared in accordance with generally accepted accounting principles. 

• Material historical quantitative data, including financial information and operating data on 

the System and information as to revenues, expenditures, financial operations, and 

indebtedness generally found in the Official Statements prepared in connection with the

bond issuances. 

Appendix I

Included in Appendix I is the System’s Annual Financial Information and Operating Data Report 

containing data for the past five fiscal years ending on June 30, 2017, as prepared by the System,

consisting of material historical quantitative data, including financial information and operating data on

the Corporation. The financial and operating data in Appendix I sets forth only the results of actual 

operations and does not reflect demographic information or forecasts regarding operations, except 

when necessary to place operating results and other information in context. 

The information should be read in conjunction with the Official Statements prepared in 

connection with the issuance of the bonds. The headings in this report are the same as the headings in 

the corresponding sections and subsections of the Official Statements. All terms not otherwise defined 

shall have the respective meanings given to them in said Official Statements.

Note:

The System’s audited financial statements for the fiscal year ended June 30, 2017 will be 

submitted as soon as available.

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APPENDIX I1

EMPLOYEES RETIREMENT SYSTEM OF THE GOVERNMENT OF PUERTO RICOi

ANNUAL FINANCIAL INFORMATION AND OPERATING DATA REPORT

 1The System is currently subject to a judicial debt restructuring proceeding in accordance with Section 304(a) 

of the Puerto Rico Oversight, Management and Economic Stability Act (“PROMESA”). 48 U.S.C. §2164. As such, the 

System is a debtor pursuant to PROMESA Title III. The System hereby discloses that the information contained in this 

Report is from sources believed to be reliable and accurate. While the information presented is believed to be accurate 

and reliable, it is prepared without audited, unless otherwise identified as audited. Therefore, unaudited financial data 

and information used in connection to this Report is likely or prone to change. Likewise, the information therein 

contained is dated June 30, 2017. Likewise, certain subsequent events impacted the System, its procedures, funds and 

the employer contributions historically received by the System. Among such events, effective, July 1, 2017, the 

Government of Puerto Rico enacted the “pay as you go (PayGo)” mechanism for all the Commonwealth’s Retirement 

Systems. With the start of fiscal year 2018, employers’ contributions, contributions ordered by special laws and the 

Additional Uniform Contribution were eliminated and replaced by a monthly PayGo charge to be paid by each agency, 

public corporation and municipality to cover the cost of payments to current retirees and beneficiaries. In conjunction 

with the creation of PayGo, on August 23, 2017, the Commonwealth enacted the “Act to Guarantee Pension Payments 

and Establish a New Defined Contributions Plan for Public Employees” (“Act 106-2017”) which provides (among other 

things) for the creation of a Defined Contribution Plan, similar to a 401(k) plan, guaranteeing the individual employee 

contributions of certain active participants of the System, JRS and TRS. All information contained herein is from sources 

believed to be reliable and accurate. 

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THE EMPLOYEES RETIREMENT SYSTEM OF THE GOVERNMENT OF PUERTO RICO

General

The Employees Retirement System of the Government of Puerto Rico (“System”) is a 

statutory trust created by Act 447 of 1951 (“Enabling Act”, as amended) to provide retirement 

and disability annuities, death benefits and loans to Puerto Rico’s public employees. Persons 

eligible to become members of the System (“Members”) include: (i) all persons holding regular 

employment positions in any executive department, agency, administration, board, commission, 

committee, office or instrumentality of the Executive Branch of the Government of the 

Commonwealth; (ii) all members and regular employees of the Legislative Branch of the 

Government of Puerto Rico; (iii) all officers and regular employees of the municipalities of the 

Commonwealth; and (iv) all officers and regular employees of certain public corporations. As of 

June 30, 2017, the System had 230,795 members, 116,377 of which were retirees, disabled and 

beneficiaries currently receiving benefits and 114,418 of which were current active participating 

employees.

The Puerto Rico Government Employees and Judiciary Retirement Systems 

Administration administer two separate retirement plans for the System: a defined benefit 

pension plan and a defined contribution pension plan. In the defined benefit plan, members are 

entitled to retirement benefits which are defined and determinable in advance by law. Members 

who entered the System, on or before December 31, 1999 participate in the defined benefit plan. 

On the other hand, the defined contribution plan is a retirement plan that provides for an 

individual account for each participant of the plan and for benefits based solely upon the amounts 

contributed from such participant account. Members who entered the System on or after January 

1, 2000 participate in the defined contribution plan. 

On April 4, 2013, the Legislature enacted Act 3-2013. This legislation reformed the System

comprehensively and was established to address the growing funding shortfalls which threatened 

the long-term viability of the System. However, on June 30, 2016, President Obama signed the 

Puerto Rico Oversight, Management and Economic Stability Act (“PROMESA”). Among other 

things, PROMESA (i) established an oversight board with broad authority over the finances of 

Puerto Rico and its instrumentalities (the “Oversight Board”), (ii) granted a temporary stay on 

creditor lawsuits (which expired on May 1, 2017), and (iii) provided Puerto Rico and its 

instrumentalities access to two orderly mechanisms to restructure their debts. On May 21, 2017, 

the Oversight Board filed a petition under Title III of PROMESA on behalf of the System. 

Governance

Control of the governance and operation of the Systems was vested in the Board of 

Trustees (the “Board”) which sated policy and over-seeded the operations of the Trust in 

accordance with applicable laws. The Board of Trustees was comprised of (11) members, which 

included the Puerto Rico Secretary of the Treasury, the President of the Government 

Development Bank for Puerto Rico, the Commissioner of Municipal Affairs, and the Director of 

the Office of Training and Labor Affairs Advisory and Human Resources Administration of the 

Government of Puerto Rico as ex officio members. Five (5) members were appointed to three (3) 

year terms by the Governor of Puerto Rico. Of the three (3) active participants, two (2) are 

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members of the Government Employees' Retirement System, and the other a member of the 

Judiciary’s Retirement System, with at least ten (10) years of credited service on the date of their 

appointment. The other two (2) members are retirees from each System; one from the 

Government Employees' Retirement System and the other from the Judiciary’s Retirement 

System. The remaining two (2) members were the President of the Federation of Mayors and the 

President of the Puerto Rico Association of Mayors. The Board was also responsible for appointing 

the Administrator of the Systems (the “Administrator”). 

As of June 30, 2017, the Board consisted of the following members:

Name Position on the Board

Yesenia Mojica Figueroa Representative of Active Members of the 

Government Employees' Retirement System 

and President of the Board

Sonia I. Vélez Colón, Esq. Representative of Retirees of the Judiciary’s 

Retirement System and 

Vice-president of the Board

Eva Ramos de Reyes, Esq. Representative of Retiree Members of the 

Government Employees' Retirement System 

and Secretary of the Board

Gerardo José Portela Franco

Executive Director of the Fiscal Agency and 

Financial Advisory Authority 

Ex-officio Member

Hon. Raúl Maldonado Gautier

Secretary of the Department of Treasury

Ex-officio Member

Omar Negrón Judice 

Commissioner of Municipal Affairs 

Ex-officio Member

Nydza Irizarry Algarín, Esq.

Director Office of Administration and 

Transformation of Human Resources of the 

Government of Puerto Rico

Representative of Active Members of the 

Government Employees' Retirement System

Hon. Erik J. Ramírez Nazario Representative of Active Members of the 

Judiciary’s Retirement System

Julia M. Delgado, MSW Representative of Active Members of the 

Government Employees' Retirement System

Hon. Rolando Ortiz Velázquez

President of the Puerto Rico Mayors 

Association and Mayor of the Municipality 

of Cayey

 Member

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Name Position on the Board

Hon. Carlos Molina Rodríguez

President of the Puerto Rico Mayors 

Federation and Mayor of the Municipality 

of Arecibo

Member

However, on August 2017, the Government of Puerto Rico enacted, Act 106 -2017 which 

altered the governance structure of the System by replacing the System’s Board of Trustees with 

the Retirement Board of the Government of Puerto Rico, which is comprised of thirteen (13)

members: five ex officio members, four representatives of the public interest, a representative 

from the Department of Education, a representative from the Judicial Branch appointed by the 

Supreme Court, the President of the Puerto Rico Mayors Federation and the President of the 

Puerto Rico Mayors Association. The Retirement Board of the Government of Puerto Rico also 

state policy and oversees the operations and future externalization of the System operations in 

accordance with applicable law. As of the 1st day of May, 2017, the Retirement Board of the 

Government of Puerto Rico is currently comprised of the following members:

Name Position on the Board

Gerardo José Portela Franco

Executive Director of the Fiscal Agency and 

Financial Advisory Authority 

President

Hon. Raúl Maldonado Gautier

Secretary of the Department of Treasury

Member

José Iván Marrero, Esq. 

Director of The Office of Management and 

Budget of Puerto Rico 

Member

Nydza Irizarry Algarín, Esq.

Executive Director for the Office of Administration 

and Transformation of Human Resources of the 

Government of Puerto Rico

Member

Hon. Rolando Ortiz Velázquez

President of the Puerto Rico Mayors Association 

and Mayor of the Municipality of Cayey

Member

Hon. Carlos Molina Rodríguez

President of the Puerto Rico Mayors Federation 

and Mayor of the Municipality of Arecibo

Member

Dr. Reinaldo del Valle Representative of the Teachers of the 

Department of Education.

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Name Position on the Board

Jesus M. Rodríguez Rosa, MIS Representative of the public 

corporations.

Vacant Representative of the Judiciary’s 

Retirement Branch

Dr. Edward Moreno

Representative of Public Interest who 

will be a Pensioner Teacher from the 

Teachers' Retirement System

Vacant Representative of Public Interest who 

will be a Pensioner Retired from 

Government of Puerto Rico Employees' 

Retirement System

Vacant Representative of public interest who 

will be a member of the Puerto Rico 

Police Department. 

Vacant Representative freely chosen by the 

Governor

Management

A. Administrator 

Luis Manuel Collazo Rodríguez, Esq. is the Administrator of the Puerto Rico Government 

Employees and Judiciary Retirement Systems Administration. He was appointed on April 28, 

2017. Prior to his appointment, Mr. Collazo Rodríguez served for three (3) years as in-house 

counsel for the Legal Department of the Puerto Rico Government Employees and Judiciary 

Retirement Systems Administration. Mr. Collazo Rodríguez received a Bachelor's degree in 

Political Science from the Interamerican University of Puerto Rico, Metropolitan Campus and a

Juris Doctor from the School of Law at the Interamerican University of Puerto Rico.

B. Deputy Administrator

Mr. Fernando Marte was appointed Deputy Administrator on March 7, 2018. Prior to his 

appointment, Mr. Marte was the System Auxiliary Administrator and assistant manager for the 

secondary market of the Loans Department. Marte received a B.A. in Business Administration

and Accounting from the Colegio Universitario del Este, Carolina Campus. 

C. Finance Auxiliary Director

Mrs. Cecile Tirado Soto is the Finance Auxiliary Director of the Puerto Rico Government 

Employee and Judiciary Retirement System Administration. From 2009, Mrs. Tirado served as 

System Comptroller. Mrs. Tirado received a BBA Mayor in Accounting from the University of 

Puerto Rico, Rio Piedras Campus. She has been an employee of the System since 1992 and has 

been a member of the Finance Department since 1994.

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D. General Counsel 

On June 2017, Mrs. Bibiana Sarriera Requena was appointed General Counsel of the Puerto 

Rico Government Employees Retirement System and Judiciary Retirement Systems 

Administration. Prior to her appointment, Mrs. Sarriera-Requena served as counsel for a publicly 

traded bank. Mrs. Sarriera-Requena received a B.A. and a Juris Doctor from the University of 

Puerto Rico, Río Piedras Campus. 

Other post-employment benefits

Commencing with fiscal year 2014, which began on July 1, 2013, the Commonwealth was

required, pursuant to Government Accounting Standards Board (“GASB”) Statement Number 67, 

to calculate and record for financial accounting purposes the cost of non-pension post-retirement 

benefits provided to former government employees using actuarial principles, in substantially the 

same way that it calculates and records pension benefits provided to such employees. These 

benefits currently include, per retiree and beneficiary, an annual one hundred dollars ($100)

bonus to cover pharmaceutical costs, a monthly one hundred dollars ($100) reimbursement to 

cover medical insurance premiums, and an annual Christmas bonus of two hundred dollars ($200).

Currently, the Commonwealth records these costs on a cash basis. Although this required 

calculation will not have a cash impact on the government of Puerto Rico beyond what it currently 

pays, it will be reflected in the financial statements of the Government of Puerto Rico and may 

highlight the long-term costs of providing these benefits. 

Also commencing with fiscal year 2015, which began on July 1, 2014, the Commonwealth

was also required, pursuant to Government Accounting Standards Board (“GASB”) Statement 

Number 68, to provide information about the effects of pension-related transactions and other 

events on the elements of the basic financial statements of state and local governmental

employers. This information shall assist users in assessing the relationship between a

government’s inflows of resources and its total cost (including pension expense) of providing 

government services each period. Also is to provide users with information about the 

government’s pension obligations and the resources available to satisfy those obligations.

GOVERNMENT EMPLOYERS CONTRIBUTING TO THE SYSTEM

As of June 30, 2017, the System had 205 Government Employers that were required by 

law to contribute to the System. These were classified by the System into three (3) categories on 

the basis of whether their Employer Contributions are made by the Treasury Department or by 

the Government Employer itself: (i) agencies and departments of the central government 

(excluding the Police Department), which make their Employer Contributions through the 

Treasury Department, (ii) public corporations and the Police Department (an agency of the central 

government), which make their Employer Contributions directly, and (iii) municipalities, which 

also make their Employer Contributions directly. These represented 31%, 45% and 24%,

respectively, of total Employer Contributions in fiscal year 2017.

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The following table shows Employer Contributions, net of contributions made in 

connection with early retirement programs, for the five-year period ended June 30, 2017. 

2012-13 2013-14 2014-15 2015-16 2016-17

Central Government* 201,888,194 283,397,834 277,306,932 276,938,488 233,059,876

Public Corporations* 147,334,809 110,151,037 109,851,170 204,983,949 342,212,713

Municipalities 75,480,907 91,565,245 92,752,660 97,758,927 181,935,188

Total $424,703,910 $485,114,117 479,910,762.36 $579,681,364 $757,207,777 

Entities

Source: Employees Retirement System.

(*) Even though the Police Department is an agency of the central government and not a public corporation, the System has 

historically accounted for the Employer Contributions made by the Police Department as Employer Contributions made by public 

corporations. This table reflects that custom and includes the Police Department with public corporations. This table was 

revised since the numbers provided earlier ere Prelimary. For Fiscal Year 2013 and 2014, there were an adjustment for an 

allowance for Corporations Fiscal Years 2015-2016 and 2016-2017 are not audited and may subject to change.

As of June 30, 2017, Participating Government Employers are funded from several 

sources: Commonwealth income and other taxes deposited in the Commonwealth’s General 

Fund, funds provided by the Federal government, internally generated funds (in the case of public 

corporations) and other sources.

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Government Employers with Highest Covered Payroll

The table below shows the ten (10) Government Employers with the highest participating

employees and covered payroll as of June 30, 2017. Also, the table sets forth whether the entity 

is an agency or department of the central government, a public corporation, or a municipality, the

total Employer Contributions, and the share of total Employer Contributions represented by such 

instrumentality as of June 30, 2017. 

Entity Clasification Participating 

Employees Covered Payroll Employer Contribution % of Total Employer Contribution

June 30, 2017 June 30, 2017 June 30, 2017 June 30, 2017

Police Department Central Government 14,638 496,223,444 89,706,913 11.85%

Education Department Central Government 13,880 268,673,741 41,596,345 5.49%

Corretional Facilities Administration Central Government 7,201 178,509,692 27,639,622 3.65%

State Insurance Fund Corporation Public Corporation 3,129 175,837,844 59,287,472 7.83%

Administration of Court Facilities Central Government 4,919 140,466,411 21,780,225 2.88%

Aqueduct and Sewer Authority Public Corporation 4,874 136,309,548 42,567,154 5.62%

Health Department Central Government 4,920 24,050,389 21,780,225 2.88%

Municipality of San Juan Municipality 4,823 132,424,507 42,567,154 5.62%

PR Highway Authoruty Central Government 1,499 47,766,247 17,165,543 2.27%

ASEM Central Government 1,754 57,053,445 18,249,799 2.41%

Sub-Total 61,637 $ 1,657,315,269 $ 382,340,452 50.49%

Other Government Employers 52,781 $ 1,499,196,393 374,867,325 49.51%

Total 114,418 $ 3,156,511,662 $ 757,207,777 100.00%

Source: Employees Retirement System

 (1) Education Department’s employees who participate in the System are those who are not teachers. Teachers participate in the 

Teachers Retirement System.

 (2) Judges are not included in the Administration of Court Facilities.

The Puerto Rico Treasury Department makes Employer Contributions on behalf of the 

agencies and departments of the central government, except the Police Department, and on 

behalf of certain public corporations. The Police Department, the remaining public corporations 

and the municipalities pay their Employer Contributions to the System directly. 

Prior to July 1, 2017, the System receives approximately 86% of Employer Contributions 

within 15 days of the date due and in excess of 97% of Employer Contributions within the year 

the contribution is due. The Act grants the System the authority to compel payments from 

Government Employers and provides that failure to remit the Employer Contributions on time 

constitutes a misdemeanor. Additionally, Act 16 of 2011 provides the System with the ability to 

issue a debt certificate against municipalities that are over thirty (300 days past due in their 

remittances to the System. A debt certificate is sent to the CRIM (Spanish acronym for Centro de 

Recaudación de Ingresos Municipales) and to the Treasury Department for payment to the 

System. As of June 30, 2017, these employers’ aggregate unpaid obligations totaled 

approximately $398 million. The System continues to pursue the collection of outstanding 

amounts and to ensure that future payments are made in a timely manner.

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Puerto Rico Police Department 

The Puerto Rico Police Department (the “Police Department”) is the official territorial 

police force of the government of Puerto Rico. As of June 30, 2017, the Police Department had 

14,638 participating employees, with an average annual salary of $33,900. For fiscal year ending

June 30, 2017, the Police Department’s average monthly contribution to the System for the 

benefit of its employees was approximately $ 7.4 million.

Puerto Rico Education Department

The Puerto Rico Education Department (the “Education Department”) is responsible for 

the administration and funding of the public-school system of the Commonwealth. The Secretary 

of Education, a member of the Governor’s cabinet, is the head of the Education Department.

As of June 30, 2017, the Education Department had 48,310 employees. Of the total 

headcount, 34,430 were teachers. Public school teachers do not participate in the System but 

rather in the Teachers Retirement System, which was one of the other four retirement systems 

that cover Puerto Rico’s public employees. Only those employees of the Education Department

who are not teachers, or as they are known in Spanish “empleados no docentes,” are members of 

the System. As of the above date, the Education Department had 13,880 participating employees 

with an average annual salary of $19,357 for fiscal year ending June 30, 2017. For fiscal year 

ending June 30, 2017 the Education Department’s average monthly contribution to the System 

for the benefit of its employees was approximately $3.4 million. 

Administration of Correctional Facilities 

The Administration of Correctional Facilities of Puerto Rico (the “Administration of 

Correctional Facilities”) regulates and oversees the operation and administration of the 

Commonwealth’s correctional and penitentiary system. 

As of June 30, 2017, the Administration of Correctional Facilities had 7,201 participating

employees, with an average annual salary of $24,790. For fiscal year ending June 30, 2017, the 

Administration of Correctional Facilities’ average monthly contribution to the System for the 

benefit of its employees was approximately $2.3 million.

State Insurance Fund Corporation 

The State Insurance Fund Corporation (“SIFC”) is a public corporation created to 

administer the Workmen’s Compensation Act of Puerto Rico. SIFC provides medical services to 

public and private employees who have suffered occupational injuries. SIFC has broad powers, 

including the authority to conduct all of its business, invest its funds and own real estate. 

As of June 30, 2017, SIFC had3,129 participating employees, with an average annual salary 

of $56,196. For fiscal year ending June 30, 2017, SIFC’s average monthly contribution to the 

System for the benefit of its employees was approximately $4.9 million.

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Health Department

The Puerto Rico Health Department (the “Health Department”) is responsible for 

promoting and ensuring the health and well-being of all residents of Puerto Rico. The Health 

Department is headed by the Secretary of Health, who is also a member of the Governor’s 

Cabinet. Among the powers granted to the Health Department are (i) the authority to regulate 

all medical facilities in the Commonwealth; (ii) the administration and operation of public health 

facilities, including the Commonwealth’s biggest medical facility, the Medical Center in San Juan; 

(iii) the administration of financial and nutritional assistance programs; and (iv) the funding and 

administration of the public health insurance system. 

As of June 30, 2017, the Health Department had 4,920 participating employees, with an 

average annual salary of $24,642. For fiscal year ending June 30, 2017, the Health Department’s 

average monthly contribution to the System for the benefit of its employees was approximately 

$1.7 million.

Administration of Court Facilities 

The Office of Administration of Court Facilities (the “Administration of Court Facilities”) is 

a governmental entity that assists the Chief Justice of the Puerto Rico Supreme Court in the 

administration of the Judicial System of the Commonwealth. The Commonwealth’s Constitution 

grants the Chief Justice of the Supreme Court of Puerto Rico authority over the Judicial System of 

the Commonwealth. In order to carry out his responsibilities, the Chief Justice may delegate some 

of his powers to the Executive Director of the Administration of Court Facilities. The Executive 

Director of the Administration of Court Facilities is responsible for the daily operations of the 

Judicial System. 

As of June 30, 2017, the Administration of Court Facilities had 4,919 participating 

employees. The total average annual salary of the employees is $28,555 Judges do not participate 

in the System. For fiscal year ending June 30, 2017, the Administration of Court Facilities’ average 

monthly contribution to the System for the benefit of its employees was approximately $1.8

million.

Municipality of San Juan

The Municipality of San Juan (“San Juan”) is the capital of the Commonwealth and the 

most populous of the 78 municipalities. San Juan is the economic center of the Commonwealth. 

Most major local banks’ headquarters, as well as many hotels, are located at San Juan. 

As of June 30, 2017, San Juan had 44,823participating employees, with an average annual 

salary of $27,456. For fiscal year ending June 30, 2017, San Juan’s average monthly contribution 

to the System for the benefit of its employees was approximately $3.5 million.

Puerto Rico Highway Authority

The Puerto Rico Highway Authority is the governmental entity responsible for the 

construction, operation and maintenance of Puerto Rico toll road network, mayor highway and 

mass transportation.

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As of June 30, 2017, the Puerto Rico Highway Authority had 1,499 participating 

employees, with an average annual salary of $31,865. For fiscal year ending June 30, 2017, the 

Treasury Department’s average monthly contribution to the System for the benefit of its 

employees was approximately $1.4 million. 

Medical Service Administration (ASEM)

The Medical Service Administration is the governmental entity responsible for providing 

special health services to patients, consumer and educational institutions. 

As of June 30, 2017, the PR Highway Authority had 1,499 participating employees, with 

an average annual salary of $31,865. For fiscal year ending June 30, 2017, the Justice 

Department’s average monthly contribution to the System for the benefit of its employees was 

$1.5million.

Puerto Rico Aqueduct and Sewer Authority

The Puerto Rico Aqueduct and Sewer Authority (“PRASA”) owns and operates the 

Commonwealth’s public water supply and sanitary sewer systems. Similar to other 

Commonwealth public corporations, PRASA has broad powers, including the authority to invest 

its funds and own real estate.

As of June 30, 2017, PRASA had 4,874 participating employees, with an average annual 

salary of $27,966. For fiscal year ending June 30, 2017, PRASA’s average monthly contribution to 

the System for the benefit of its employees was approximately $3.7 million.

The following table shows the number of participating employees of each of the 10 major 

contributors to the System for the four-year period ended June 30, 2016 and last year ended June 

30, 2017: 

 

Puerto Rico Police Department Central Govt 15,161 14,829 14,552 14,243 14,638

Puerto Rico Education Department Central Govt 14,683 13,559 13,528 12,818 13,880

Correctional Facilities Adm Central Govt 7,155 7,277 7,159 6,905 7,201

State Insurance Fund Corporation Public Corp 3,367 3,198 3,162 3,086 3,129

Administration of Court Facilities Central Govt 5,094 5,111 4,949 4,825 4,919

Health Department Central Govt 5,110 4,999 4,848 4,727 4,925

Municipality of San Juan Municipality 5,404 4,766 4,585 4,475 4,823

PR Highway Authority Central Govt 2,047 2,177 2,575 2,483 1,499

ASEM Central Govt 1,911 1,770 1,754 1,711 1,754

Aqueduct and Sewer Authority Public Corp 4,879 4,955 4,910 4,728 4,874

Entity Classification 2013 2014 2015 2016 2017

This table was revised since the numbers provided earlier were preliminary

Source: Employees Retirement System

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ADDITIONAL INFORMATION RELATING TO THE SYSTEM

General

As mentioned before, the System is a statutory trust created pursuant to Act 447 of 1951

to provide retirement and disability annuities, death benefits, and loans to certain Puerto Rico’s 

public employees. Persons eligible to become members of the System (the “Members”) include: 

(i) all persons holding regular positions in any executive department, agency, administration, 

board, commission, committee, office or instrumentality of the Executive Branch of the 

Government of the Commonwealth; (ii) all members and regular employees of the Legislative 

Branch of the Government of the Commonwealth; (iii) all officers and regular employees of the 

municipalities of the Commonwealth; and (iv) all officers and regular employees of participating 

public corporations. As of June 30, 2017, the System’s active membership totaled approximately

114,418 participating employees, with a total of 116,377 retirees, beneficiaries and disabled as of 

such date.

Changes in the structure of the System

At its inception, the System was structured as a defined benefit plan. In a defined benefit 

plan, the members of the plan are entitled to retirement benefits which are defined and 

determinable. Those retirement benefits could be, as it was the case of the System prior to the 

1999 amendments, previously defined by a statute. As of June 30, 2017, the System had 230,795

members were participating employees, retirees, beneficiaries and disabled, and, therefore, 

entitled to receive retirement benefits that were expressly defined in the Act.

In February 1990, the Act was amended to reduce future pension liabilities of the System. 

Said amendments provided, among other things, for an increase in the level of contributions to 

the System and limited the retirement benefits for new Members by increasing the number of 

years of service required for vesting certain benefits and reducing the level of benefits in the case 

of early retirement. Disability and death benefits were also reduced for new Members as a result 

of these amendments. 

In 1999, the Act was further amended to provide that all persons who became Members 

of the System on or after January 1, 2000, would no longer be entitled to participate in the defined 

benefit plan, and would instead participate in a defined contribution plan established by such 

amendment to the Act. A defined contribution plan is a retirement plan that provides for an 

individual account for each participant and for benefits based solely upon the amount contributed 

to the participant’s account and any income, expenses, gains and losses, and any forfeiture of 

accounts of other participants which may be allocated to such participant’s account. This change 

in the structure of the System responded primarily to the need of the System to address its large 

actuarial deficit. At June 30, 2017, defined contribution membership within the System’s 

consisted of active participating employees.

Among the factors that contributed to the deficit were: (i) the historical 

undercapitalization of the System, (ii) increases in certain post-employment benefits were not 

properly funded and (iii) the System assets have consistently been insufficient to satisfy the 

System’s obligations. 

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Notwithstanding all the above, legislative and administrative measures directed to 

addressing the funding shortfall of the Retirement Systems, the funding situation of the 

Employees Retirement System presented a serious long-term challenge that required more 

urgent and sweeping changes to improve the financial health and long-term viability of the 

Employees Retirement System. Accordingly, in 2013, the Government of Puerto Rico enacted 

legislation that sought to reform the System by, among other measures, reducing benefits, 

increasing employee contributions, and, in the case of active employees who were entitled to the 

defined benefits program, replacing most of the defined benefit elements of the system with a 

defined contribution system. The most important aspects of Act 3-2018 are the following:

1. With respect to active employees who are Act 447 Participants and Act 1 

Participants, all retirement benefits accrued through June 30, 2013 will be frozen, 

and thereafter all future benefits will accrue under a defined contribution formula 

which will be paid at retirement through a lifetime annuity.

2. The retirement age for Act 447 Participants shall gradually increase from age 58 

to age 61.

3. The retirement age for current System 2000 Participants shall increase gradually 

from age 60 to age 65.

4. The retirement age for new employees is increased to age 67, except for new 

state and municipal police officers, firefighters, and custody officers, which will 

be age 58.

5. The employee contribution will be increased from 8.275% to 10%.

6. For System 2000 Participants the retirement benefits will no longer be paid as a 

lump sum payment and instead will be paid in the form of a life time annuity.

7. In terms of post-employment benefits, the Christmas bonus payable to current 

retirees is reduced from $600 to $200 (and is eliminated for future retirees) and 

the summer bonus is eliminated. Future retirees will not receive any postemployment benefits.

8. Disability benefits will be eliminated and substituted for a mandatory disability 

insurance policy.

9. Survivor benefits shall be modified.

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SUBSEQUENT EVENTS

A. Puerto Rico Oversight, Management, and Economic Stability Act (“PROMESA”) 

On June 30, 2016, President Obama signed the Puerto Rico Oversight, Management, and 

Economic Stability Act (“PROMESA”). Among other things, PROMESA (i) established an oversight 

board with broad authority over the finances of Puerto Rico and its instrumentalities (the 

“Oversight Board”), (ii) granted a temporary stay on creditor lawsuits (which expired on May 1, 

2017), and (iii) provided Puerto Rico and its instrumentalities access to two orderly mechanisms 

to restructure their debts. 

The two debt adjustment mechanisms established by PROMESA consist of (i) Title VI of 

PROMESA, which establishes a largely out-of-court debt restructuring process through which 

modifications to financial debt can be accepted by a supermajority of creditors; and (ii) Title III of 

PROMESA, which establishes an in-court debt restructuring process substantially based upon 

incorporated provisions of the U.S. Bankruptcy Code (including automatic stay and cram-down 

provisions). 

From May through July 2017, the Oversight Board commenced Title III proceedings for 

the Government of Puerto Rico, the Puerto Rico Sales Tax Financing Corporation, the Highways & 

Transportation Authority, the Employees Retirement System of the Government of the 

Commonwealth of Puerto Rico and the Puerto Rico Electric Power Authority by filing petitions for 

relief under Title III of PROMESA. On May 11, 2017, the United States Supreme Court designated 

Judge Laura Taylor Swain, a United States District Judge, to preside over all Title III cases. All Title 

III cases are still ongoing and have been consolidated for procedural purposes. 

On May 21, 2017, the Oversight Board filed a petition under Title III of PROMESA on behalf 

of the System. As part of that proceeding, on July 21, 2017, the Oversight Board filed a complaint 

(“Declaratory Relief Action”) on behalf of the System challenging the validity, priority, extent, and 

enforceability of bonds issued by the System. The bondholders have filed counter-claims against 

the System. The Court has ordered the System to make monthly interest payments from a 

Prepetition Segregated Account until the Court renders a ruling with respect to the dispositive 

motions filed by the Parties in the Declaratory Relief Action. 

B. Puerto Rico Emergency Moratorium and Financial Rehabilitation Act, Puerto Rico Fiscal 

Responsibility and Financial Emergency Act and Related Executive Orders

On April 6, 2016, the Government of Puerto Rico enacted Act No. 21-2016, known as the 

Puerto Rico Emergency Moratorium and Rehabilitation Act (as amended, the “Moratorium Act”). 

Pursuant to the Moratorium Act, the then Governor, García Padilla adopted a series of executive 

orders declaring an emergency period, a moratorium and various other measures with respect to 

certain obligations of the Government of Puerto Rico and several of its instrumentalities, including 

the System. 

Pursuant to such executive orders, said entities have not made debt service payments, 

have done so with moneys on deposit with the trustees of their bonds, and/or have not received 

or transferred certain revenues. Such executive orders also placed significant restrictions on the 

disbursement of funds deposited at government Development Bank (“GDB”) and suspended the 

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disbursement of loans by GDB. These executive orders restricted the System’s ability to withdraw 

any funds held on deposit at GDB and to receive any disbursements on loans granted by GDB. 

These executive orders also suspended the obligation of the Commonwealth to transfer certain 

revenues previously allocated to the System. 

On January 29, 2017, Governor Rosselló Nevares signed into law Act No. 5-2018, known 

as the Puerto Rico Fiscal Responsibility and Financial Emergency Act (as amended, “Act 5”), which 

repealed certain provisions of the Moratorium Act and authorized additional emergency 

measures. Pursuant to Act 5, however, the executive orders issued under the Moratorium Act 

would continue in effect until amended, rescinded or superseded. The emergency period under 

Act 5 will expire June 30, 2018, unless extended by the Governor. Some additional powers 

provided to the Governor through Act 5 include: authority to exercise receivership powers to 

rectify the financial emergency, exercise general supervisory control over the functions and 

activities of all government entities within the Executive Branch, and issue executive orders to 

implement and enforce compliance with Act 5. 

The Government has not included appropriations for the payment of debt service in its 

general fund budget since fiscal year 2017, as the payment of such obligations has been 

suspended pursuant to the Moratorium Act and Act 5.

C. Impact of Hurricanes Irma and Maria

Hurricane María made landfall in Puerto Rico on September 20, 2017, bringing sustained 

winds of 155 miles-per-hour and significant rainfall over a 30-hour period. Hurricane María 

crossed Puerto Rico diagonally, entering through the Southeast and exiting through the 

Northwestern region. The hurricane caused catastrophic destruction in Puerto Rico, including 

severe damage to the electric power system, and left the island completely without power. Only 

two weeks prior to Hurricane María, Hurricane Irma—one of the strongest hurricanes ever 

recorded in the Atlantic—passed by Puerto Rico’s north coast, substantially impairing an already 

weak infrastructure.

As result of Hurricane María, the System headquarters suffer major damages. In order to 

continue operations, the System had to relocate its offices and as such, the System entered into 

a lease agreement with the Puerto Rico Public Buildings Authority. The relocation of the System 

offices has caused the System to negotiate some additional contracts and eliminate others related 

to auxiliary services. Management of the System is in the process of determining the extent of 

damages.

D. PayGo Pension Reform 

On June 23, 2017, the Legislature approved Joint Resolution 188, which among other 

things, ordered the System, the Judiciary Retirement System (“JRS”), and the Teachers Retirement 

System (“TRS”) to liquidate their assets and pass the net proceeds to the Treasury Department of 

the Commonwealth. On June 27, 2017, the Treasury Department issued Circular Letter No. 1300-

46-17 to convey to central government agencies, public corporations and municipalities the 

implementation procedures to adopt, effective, July 1, 2017, for the new “pay-as-you-go (PayGo)” 

mechanism for all the Commonwealth’s Retirement Systems. With the start of fiscal year 2018, 

employers’ contributions, contributions ordered by special laws and the Additional Uniform 

Contribution were eliminated and replaced by a monthly PayGo charge to be paid by each agency, 

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public corporation and municipality to cover the cost of payments to current retirees and 

beneficiaries. 

In conjunction with the creation of PayGo, on August 23, 2017, the Commonwealth 

enacted the “Act to Guarantee Pension Payments and Establish a New Defined Contributions Plan 

for Public Employees” (“Act 106-2017”) which provides (among other things) for the creation of a 

Defined Contribution Plan, similar to a 401(k) plan, guaranteeing the individual employee 

contributions of certain active participants of the System, JRS and TRS. In addition, under Act 106-

2017, the Commonwealth makes pension and benefit payments to current retirees and 

beneficiaries of the System. Act No. 106-2017 also altered the governance structure of the System 

by replacing the System’s Board of Trustees with the Retirement Board of the Government of 

Puerto Rico comprised of 13 members: five (5) ex-officio members, four (4) representatives of 

the public interest, a representative from the Department of Education, a representative from the 

Judicial Branch appointed by the Supreme Court, the President of the Puerto Rico Mayors 

Federation and the President of the Puerto Rico Mayors Association. 

E. Ratings Downgrades

On June 24, 2016, Fitch downgraded from “CC” to “C” the System bonds and placed them 

on “negative” outlook due to the likelihood of a debt restructuring, deferral or default. Soon after 

the missed payments of July 1, 2016 S&P and Fitch downgraded to the lowest level of “D” the 

Senior Pension Bonds. On April 6, 2017, Moody’s downgraded the System bonds to a level C rating 

from its previous ratings of Ca and Ca, respectively. 

F. Title III Proceedings and Bondholder Litigation

On May 21, 2017, the Oversight Board filed a petition for under Title III of PROMESA on 

behalf of the System. 

As part of that proceeding, on July 21, 2017, the Oversight Board filed a complaint on 

behalf of the System challenging the validity, priority, extent, and enforceability of bonds issued 

by the System (“Declaratory Relief Action”). The bondholders have filed counter-claims against 

the System. The Court has ordered the System to make monthly interest payments from a 

Prepetition Segregated Account. 

On July 27, 2017, System Bondholders, filed a complaint against the Commonwealth, the 

FOMB, AAFAF, the System, the Governor of Puerto Rico and the Treasury Secretary challenging 

Joint Resolution 188 and Act 106-2017 (the “PayGo Legislation”). 

The Commonwealth and the System intend to defend these cases vigorously. 

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SUMMARY OF HISTORICAL ACCOUNTING DATA

(dollars in thousands)

2013 2014 2015 2016 2017

Additions(1) $1,219,191 $1,329,428 $1,063,454 $1,224,633 $1,344,730 

Deductions(2) 1,722,779 1,963,819 1,812,392 1,822,245 1,823,581

Net (Decrease)

Increase(3) -503,588 -634,391 -748,938 -597,612 -478,851

Net Assets 715,057 80,666 (668,272) (1,265,885) (1,744,736)

Total Assets 3,979,618 3,430,667 2,696,769 2,305,339 1,897,080

Total Cash and

Investments(4) $ 3,174,603 $ 2,794,382 $ 1,759,729 $ 1,407,112 $ 947,097 

Fiscal Year Ended June 30,

Source: Audited Financial Statements of the Employees Retirement System (2013-2015) 

Preliminary Unaudited Financial Statements of the Employees Retirement System (2016-2017)

(1) Additions consist of employer and employee contributions, investment income, special law 

contributions, insurance premiums on loans to members and other income. 

(2) Deductions include retirement and disability annuities, death and other benefits, refunded

employer contributions, refunded participating employee contributions, insurance claims on 

loans to plan members and general, administrative and interest expenses.

(3) Net (Decrease) Increase is equal to the excess of revenues over expenses reduced by net

amounts transferred to other retirement systems.

(4) Investments are comprised of interest bearing accounts, marketable securities and Bond 

issue Costs. This amount reflects the fair market value of investments, net of premiums and 

discounts.

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Summary of Benefits Paid by the System

The following table sets forth the amounts and types of benefits paid by the System 

during the five-year period ended June 30, 20176:

BENEFITS SUMMARY

Source: Audited Financial Statements of the Employees Retirement System (2013-2015) 

 Preliminary Unaudited Financial Statements of the Employees Retirement System (2016-2017)

(1) Annuity Benefits consist of the original retirement, merit and disability annuities.

(2) Law 127 provides for the payment of death and disability benefits for certain 

employees of the Police Department, the Firefighters Corp, the Administration of 

Correctional Facilities, the Puerto Rico National Guard and the Treasury 

Department. 

This table was revised since the numbers provided earlier were preliminary

Loans

By a determination of the Board of Trustees and the administration, since November 15, 

2016, the loan department is not offering new loans.

Since November 2016, the loan department has been focus on the servicing of the loan 

portfolio.

During FY 2011-12 the System sold approximately $225 million of its personal loan 

portfolio to a financial institution, while retaining the servicing of the portfolio.

During FY 2012-13 the System sold approximately $88 million of its personal loan portfolio 

to a financial institution, while retaining the servicing of the portfolio.

During FY 2013-14 the System sold approximately $100 million of its personal loan 

portfolio to a financial institution, while retaining the servicing of the portfolio.

During FY 2014-15 the System did not sell any loans from the investment portfolio.

Insurance

The System provides life insurance that guarantees the payment of the outstanding 

principal balance of mortgage, personal and cultural trip loans in case of the death of a Member. 

Members who obtained these loans from the System pay the coverage in its entirety. The 

guarantee insurance reserve for life insurance on loans to plan members is revised each year and 

2013 2014 2015 2016 2017

Annuity 

Benefits(1)

$1,216,058 $1,295,297 $1,337,848 $1,322,408 $1,318,347 

Death Benefits 10,012 24,438 17,340 13,558 10,064

Special Laws 203,943 228,699 186,136 197,126 194,828

Total $1,430,013 $1,548,434 $1,541,324 $1,533,092 $1,523,239 

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adjusted accordingly based on the annual higher claim amount of a five-year period increased by

a management determined percentage. 

Investments 

As of June 30, 2017, the System Enabling Act allowed that the System to invest the assets 

not used to cover operational and administrative expenses. Said investments were made in 

certain types of securities. The Enabling Act authorized the System to invest in fixed income 

securities, in capital stock of any corporation organized under the laws of the Commonwealth, 

any state of the United States of America or any foreign jurisdiction and in risk capital. The Act 

also provided that the System invested up to 15% of its assets in income-yielding real estate and 

restricts the amount of assets which the System may invest in foreign jurisdictions. At present, 

the System may only invest up to 10% of its assets in foreign jurisdictions. 

The System’s Board of Trustees had investment authority and sole fiduciary responsibility 

for the management of the System’s assets. The Board is guided by the System’s Investment 

Committee, management, and the staff in the Actuarial Studies and Investments Office who carry 

out the daily activities of the investment program.

The System’s goal was to efficiently and effectively manage investments to achieve the 

highest possible return at an acceptable level of risk. The System’s investment portfolio is 

diversified into several asset classes, so that over the long run any weaknesses in one area are

offset by gains in another. The Board follows a strategic asset allocation policy that targets the 

percentage of funds to be invested in each asset class.

The System’s investments are managed in accordance with the Statement of Investment 

Guidelines for Public Plans set forth by the Government Development Bank. On June 23, 2017, 

the Legislature approved the Other Assignments for the Fiscal Year 2017-2018 Joint Resolution, 

which among other things, ordered the System, JRS, and TRS to liquidate their assets and pass the 

net proceeds to the Treasury Department of the Commonwealth. On July 20, 2017 the System 

sold investments amounting to approximately $297 million. The table below describes the 

System’s investment portfolio at fair value. 

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INVESTMENT PORTFOLIO

Bonds and notes:

 U.S. government and $184,848 $168,561 $147,833 

 sponsored agencies' securities

 Municipal Bonds 25,730 11,152 8,791 3,689 0

SSGA Bond Index 193,046 69,046 58,823 59,214 0

 U.S. Corporate Bonds 910,780 1,019,457 548,999 285,123 79,750

 COFINA Bonds 229,819 138,123 89,139 93,484 58,224

Capital Stock:

 US Equity 860,584 681,537 292,145 161,647 120,548

 Non-US Equity 0 0 116,855 0 61,201

Alternative Investments:

55,067 54,146 54,026

Total $2,459,874 $2,142,022 $1,316,611 $714,213 $432,564 

2013 2014 2015

(In Thousands)

2017

$25,212 

87,629

2016

$63,595 

 Private Equity Investments 47,461

Source: Audited Financial Statements of the Employees Retirement System (2012-2013) 

Preliminary Unaudited Financial Statements of the Employees Retirement System (2014-2016)

Totals may not add due to rounding.

Summary of Loan Portfolio

The following table sets forth by categories the principal amount of loans made by the 

System to Members during the five-fiscal year period ended June 30, 20176:

LOAN PORTFOLIO

2013 2014 2015 2016 2017

M ortgage 

Loans

$160,109 $164,416 $170,785 $169,658 $161,495 

Personal Loans 559,270 406,394 392,378 379,370 322,926

Cultural Trip

Loans

71,782 48,569 44,454 47,968 39,022

Total $791,161 $619,379 $607,617 $596,996 $523,443 

(InThousands)

Source: Audited Financial Statements of the Employees Retirement System (2013-2015) 

Preliminary Unaudited Financial Statements of the Employees Retirement System (2016-17)

 

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