CSHV 1999 Harrison, LLC v. County of Alameda

BACKGROUND

CalSTRS is a “unit of the Government Operations Agency” authorized to “invest the assets of the [Teachers’ Retirement Fund] through the purchase, holding, or sale thereof of any investment, financial instrument, or

1 financial transaction.” (Ed. Code, §§ 22001, 22203.) The Legislature has expressly declared the importance of CalSTRS’s effective administration of retirement funds, stating it “finds and declares that changing economic conditions and increasing complexity in the investment market make it necessary and desirable that the system obtain the best possible investment expertise.” (Id. § 22350; see id. § 22362, subd. (d) [requiring CalSTRS to make certain kinds of investments unless that “will result in lower overall earnings for the retirement fund than obtainable from alternative investment opportunities”].) In 2016, CalSTRS formed two LLCs incorporated in Delaware for the purpose of acquiring two properties in Oakland. Both LLC agreements state “The purpose of the Company is to implement the essential governmental function of the Member ([CalSTRS]) by entering into that certain Contract of Sale (the ‘Purchase Agreement’) between the Company and [the LLC], .…