INDEPENDENT AUDITORS’ REPORTHonorable William G. HollandAuditor General<strong>State</strong> <strong>of</strong> <strong>Illinois</strong>Board <strong>of</strong> Directors<strong>Illinois</strong> <strong>State</strong> Board <strong>of</strong> Investment:As Special Assistant Auditors for the Auditor General, we have audited the accompanying statements <strong>of</strong> net assets <strong>of</strong> the <strong>Illinois</strong><strong>State</strong> Board <strong>of</strong> Investment (Board), an internal investment pool <strong>of</strong> the <strong>State</strong> <strong>of</strong> <strong>Illinois</strong>, as <strong>of</strong> June 30, <strong>2009</strong> and June 30, 2008,and the related statements <strong>of</strong> changes in net assets for the years then ended, as listed in the table <strong>of</strong> contents. These financialstatements are the responsibility <strong>of</strong> the Board’s management. Our responsibility is to express opinions on these financialstatements based on our audit.We conducted our audit in accordance with auditing standards generally accepted in the United <strong>State</strong>s <strong>of</strong> America and thestandards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General <strong>of</strong> theUnited <strong>State</strong>s. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free <strong>of</strong> material misstatement. An audit includes consideration <strong>of</strong> internal control over financial reportingas a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose <strong>of</strong> expressing anopinion on the effectiveness <strong>of</strong> the Board’s internal control over financial reporting. Accordingly, we express no such opinion. Anaudit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An auditalso includes assessing the accounting principles used and significant estimates made by management, as well as evaluatingthe overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinions.As discussed in Note 1, the financial statements present only the Board and do not purport to, and do not present fairly thefinancial position <strong>of</strong> the <strong>State</strong> <strong>of</strong> <strong>Illinois</strong> as <strong>of</strong> June 30, <strong>2009</strong> and June 30, 2008, and the changes in its financial position for theyears then ended in conformity with accounting principles generally accepted in the United <strong>State</strong>s <strong>of</strong> America.In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position <strong>of</strong> the <strong>Illinois</strong><strong>State</strong> Board <strong>of</strong> Investment as <strong>of</strong> June 30, <strong>2009</strong> and June 30, 2008, and the changes in its net assets for the years then ended, inconformity with accounting principles generally accepted in the United <strong>State</strong>s <strong>of</strong> America.In accordance with Government Auditing Standards, we have also issued, under separate cover, our report dated January 20,2010 on our consideration <strong>of</strong> the Board’s internal control over financial reporting and on our tests <strong>of</strong> its compliance with certainprovisions <strong>of</strong> laws, regulations, contracts, and grant agreements and other matters. The purpose <strong>of</strong> that report is to describe thescope <strong>of</strong> our testing <strong>of</strong> internal control over financial reporting and compliance and the results <strong>of</strong> that testing, and not to providean opinion on the internal control over financial reporting or on compliance. That report is an integral part <strong>of</strong> an audit performed inaccordance with Government Auditing Standards and should be considered in assessing the results <strong>of</strong> our audit.The accompanying management’s discussion and analysis on pages 12 and 13 is not a required part <strong>of</strong> the basic financialstatements but is supplementary information required by accounting principles generally accepted in the United <strong>State</strong>s <strong>of</strong>America. We have applied certain limited procedures, which consisted principally <strong>of</strong> inquiries <strong>of</strong> management regarding themethods <strong>of</strong> measurement and presentation <strong>of</strong> the required supplementary information. However, we did not audit the informationand express no opinion on it.Chicago, <strong>Illinois</strong>January 20, 2010McGladrey & Pullen, LLP is a member firm <strong>of</strong> RSM International,an affiliation <strong>of</strong> separate and independent legal entities.1ILLINOIS STATE BOARD OF INVESTMENT11
MANAGEMENT’S DISCUSSION AND ANALYSISIn October 1969, the <strong>Illinois</strong> <strong>State</strong> Board <strong>of</strong> Investment wascreated by enactment <strong>of</strong> Article 22A <strong>of</strong> the <strong>Illinois</strong> PensionCode by the 76th General Assembly <strong>of</strong> <strong>Illinois</strong>. By statute, theBoard was given the responsibility for management <strong>of</strong> theassets <strong>of</strong> the General Assembly Retirement System, theJudges’ Retirement System <strong>of</strong> <strong>Illinois</strong> and the <strong>State</strong>Employees’ Retirement System <strong>of</strong> <strong>Illinois</strong>. Board membershipconsists <strong>of</strong> five members appointed by the Governor and fourex <strong>of</strong>ficio members consisting <strong>of</strong> the <strong>State</strong> Treasurer and theChairman <strong>of</strong> the Board <strong>of</strong> Trustees <strong>of</strong> each <strong>of</strong> the retirementsystems. The Board maintains their <strong>of</strong>fice in Chicago, IL.The following Management Discussion and Analysis (MD&A)provides an introduction and overview <strong>of</strong> the <strong>Illinois</strong> <strong>State</strong>Board <strong>of</strong> Investment (ISBI or Board) financial activities for thefiscal years ended June 30, <strong>2009</strong> and 2008.Financial HighlightsThe net assets <strong>of</strong> the Board totaled approximately $8.7 billionat fiscal year end June 30, <strong>2009</strong>. The decrease from theprevious year is primarily the result <strong>of</strong> investment losses.General Market RiskISBI is exposed to general market risk. This general marketrisk is reflected in asset valuations fluctuating with marketvolatility. Any impact from market volatility on ISBI’sinvestment portfolio depends in large measure on how deepthe market downturn is, how long it lasts, and how it fits withinfiscal year reporting periods. The resulting market risk andassociated realized and unrealized gains and losses couldsignificantly impact ISBI’s financial condition. The readers <strong>of</strong>these financial statements are advised that financial marketscontinue to be volatile and may experience significantchanges on almost a daily basis.Overview <strong>of</strong> the Financial <strong>State</strong>mentsThe Board’s financial statements are prepared on an accrualbasis in accordance with U. S. generally accepted accountingprinciples promulgated by the Governmental AccountingStandards Board and are comprised <strong>of</strong> the <strong>State</strong>ment <strong>of</strong> NetAssets, the <strong>State</strong>ment <strong>of</strong> Changes in Net Assets, and Notes toFinancial <strong>State</strong>ments.The <strong>State</strong>ment <strong>of</strong> Net Assets presents information on theBoard’s assets and liabilities and the resulting net assets. Thisstatement also reflects the Board’s investments along with thecash and short-term investments, receivables, and otherassets and liabilities.The decrease in investments at June 30, <strong>2009</strong> is a result <strong>of</strong> aninvestment loss <strong>of</strong> 20.1% for the fiscal year, net <strong>of</strong> expenseswhich are shown in the <strong>State</strong>ment <strong>of</strong> Changes in Net Assets.The decrease in liabilities for fiscal <strong>2009</strong> compared with 2008consisted mainly <strong>of</strong> decreases in the securities lendingcollateral obligation and unsettled investment purchases.Condensed Summary <strong>of</strong> Net AssetsJune 30 <strong>2009</strong>/2008 2008/2007<strong>2009</strong> 2008 2007 Change Change$ $ $ $ $Cash 12,662,039 43,667,005 42,916,419 (31,004,966) 750,586Receivables 186,099,275 187,106,001 548,269,714 (1,006,726) (361,163,713)Investments 8,735,057,063 11,429,528,114 12,805,770,746 (2,694,471,051) (1,376,242,632)Securities lending collateral 1,395,768,802 1,703,959,890 2,084,820,497 (308,191,088) (380,860,607)Prepaid expenses 16,184 16,242 14,740 (58) 1,502Capital assets 57,635 52,797 49,283 4,838 3,514Total assets 10,329,660,998 13,364,330,049 15,481,841,399 (3,034,669,051) (2,117,511,350)Liabilities 1,645,606,726 2,049,276,888 2,929,645,238 (403,670,162) (880,368,350)Net assets 8,684,054,272 11,315,053,161 12,552,196,161 (2,630,998,889) (1,237,143,000)ILLINOIS STATE BOARD OF INVESTMENT12
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