Agenda Item No. __6c_reso_____ 
Meeting Date   December 12, 2017__ 


1                           RESOLUTION NO. 3742 
2 
3         A RESOLUTION of the Port Commission of the Port of Seattle adopting bylaws
4                           governing the organization and transaction of business of
5                           the Port of Seattle Commission and repealing Resolutions
6                           No. 3611, 3672, 3673, 3689, 3690, 3733, and all other
7                           resolutions dealing with the same subject matter. 
8 
9         WHEREAS, the voters of King County authorized and approved the formation of a port
10   district co-extensive with King County to be known as the Port of Seattle in a special election
11   on September 5, 1911; and 
12 
13        WHEREAS, the Port of Seattle Commission is the legally constituted governing body of
14   the Port of Seattle; and 
15 
16        WHEREAS, the commission now wishes to revise, update, and reorganize its bylaws to
17   reflect its current policies and practices; 
18 
19        NOW, THEREFORE, BE IT RESOLVED by the Port Commission of the Port of Seattle that
20   the current Port of Seattle Commission Bylaws, last amended on August 15, 2017, be replaced
21   in their entirety by the text attached as Exhibit A. 
22 
23        ADOPTED by the Port Commission of the Port of Seattle at a duly noticed public meeting
24   thereof, held this   ______ day  of _______________________________ , 2017, and duly 
25   authenticated in open session by the signatures of the commissioners voting in favor thereof
26   and the seal of the commission. 
27 
28 
29 
30 
31 
32 
33 
34 
35 
36 
37 
38                                     Port of Seattle Commission 

Page 1 of 25

39                          EXHIBIT A to Resolution 3724 
40 
41                      PORT of SEATTLE COMMISSION BYLAWS 
42                   As proposed for introduction on December 5, 2017 
43 
44   Article I  Object 
45 
46   1.  The Port of Seattle was chartered by the voters of King County as a port district by special
47      election on September 5, 1911. The Port of Seattle is a special-purpose municipal
48      corporation of the State of Washington that is governed by the Port of Seattle Commission.
49      The Port of Seattle Commission is authorized to perform its responsibilities under Title 53
50      RCW, and is charged with the responsibility to fulfill particular legislatively mandated
51      purposes and objectives. 
52 
53   2.  These bylaws constitute the rules governing the transaction of business by the duly elected
54      Port of Seattle Commission. Commissioners shall faithfully, ethically, and transparently
55      perform all duties of office and shall abide by the principle that public service is a public
56      trust. It is the goal of these bylaws to outline the transaction of business in a way that
57      appropriately safeguards the rights of the majority, minority, and individual within the body
58      politic of the Port of Seattle Commission. 
59 
60   3.  Commissioners shall safeguard the mission of the Port of Seattle as a public agency whose
61      primary mission shall be to invest public resources to advance trade and commerce,
62      promote industrial growth, preserve limited maritime and aviation resources of unique
63      value for port uses, stimulate economic development, and create jobs. This mission
64      depends upon the transportation of people and goods by air, water, and land, commitment
65      to environmental stewardship, and collaboration with neighboring communities. It ensures
66      economic vitality and a sustainable quality of life for all of the people of King County and
67      the Puget Sound region. 
68 
69 
70   Article II  Commissioners 
71 
72   1.  Membership. The members of the Port of Seattle Commission shall be those commissioners
73      duly elected pursuant to the laws of the State of Washington. Election and terms of port
74      commissioners shall be pursuant to applicable law. As elected officials, each commissioner
75      shall exercise the responsibilities of office and be accountable to the general public, the
76      electors of the port district, and one another. 
77 
78   2.  Collegiality. The commission governs the Port of Seattle only when a quorum of its
79      membership is assembled in a properly noticed public meeting and action is taken by the
80      required vote. It is the right of the individual or the minority of commissioners to dissent
81      from the will of the majority, just as it is the right of the majority to act by whatever vote is
82      needed for passage of a question. Commissioners are independently elected and have the

Page 2 of 25

83      right to voice personal opinions on matters under consideration or that are pending final
84      action by the commission. Commissioners have the right to express opinions that differ
85      from the decision of the majority of the commission, provided that each commissioner
86      transparently distinguishes his or her individual opinion from the collective decisions of the
87      commission as a whole. 
88 
89   3.  Oath of office. Pursuant to the requirements of RCW 29A.60.280, newly elected
90      commissioners shall take the oath of office required by law during the time period defined
91      by law. The oath shall be administered by a notary public holding the position of
92      commission clerk. Another person qualified to administer oaths may administer the oath of
93      office to newly elected commissioners when compliance with the legally required time
94      period necessitates it. In addition to taking the oath of office required by statute, the
95      commission may arrange for a second, ceremonial opportunity for newly elected
96      commissioners to take their oath of office in a public setting. Provided such commissioners
97      have already taken the oath in the manner required by applicable law, any person may
98      administer the oath in such a ceremonial setting. 
99 
100   4.  Transparency pledge. Annually, prior to the first public meeting of the year, each
101      commissioner shall execute the following transparency pledge: 
102 
103        As a duly elected Port of Seattle commissioner, I am responsible for ensuring that
104        the Port of Seattle, a public agency of the state of Washington, conducts its business
105        in the open in compliance with the state's Open Public Meetings Act, Chapter 42.30
106        RCW. In fulfillment of my duties to the commission as a body, and in recognition of
107        my responsibilities as an elected official serving the citizens of King County, I give my
108        personal commitment to fostering and maintaining a culture of accountability and
109        transparency within the commission, among Port of Seattle employees, and
110        between the Port of Seattle and the citizens of King County. Therefore, I affirm my
111        commitment to openly governing the Port of Seattle pursuant to the Open Public
112        Meetings Act and the state's Public Records Act (Chapter 42.56 RCW). As a
113        commissioner, I will support and advance policies and practices that increase the
114        Port's openness and accountability and expand citizen access to the port's decision-
115        making consistent with the intent of the Open Public Meetings Act. Signed this ____
116        day of ____ , ____ , for the term of January 1 through December 31, ____ .
117        Commissioner ____ 
118 
119   5.  Ethical behavior, conflict of interest, recusal procedure. 
120 
121      (a) Commissioners shall uphold the standard of conduct described in the Port of Seattle
122        Code of Ethics for Port Commissioners and shall avoid conflicts of interest and the
123        appearance of conflicts of interest when performing their duties as port commissioners.
124        Procedures related to alleged misconduct and potential conflict of interest are
125        described in the Port of Seattle Code of Ethics for Port Commissioners, implementation
126        of which is ensured by the commission's officers and an independent Board of Ethics. 

Page 3 of 25

127      (b) If conflicts of interest arise, commissioners shall resolve the conflict pursuant to the
128        requirements of the Code of Ethics for Port Commissioners, including when necessary,
129        recusing themselves from any consideration and voting upon the issue that creates the
130        conflict. When recusing, a commissioner shall announce the conflict or apparent conflict
131        of interest prior to deliberation on the matter subject to recusal. Unless a recusing
132        commissioner's presence during a public meeting is required in order to preserve a
133        quorum, the commissioner shall leave the  meeting room during consideration of
134        business subject to the conflict and may return upon its completion. Abstention from
135        voting does not presume recusal, and is described further in Article VI, Section 2. 
136 
137   6.  Vacancy in office. 
138 
139      (a) A vacancy in the office of port commissioner may occur as provided in Chapter 42.12
140        RCW or by nonattendance at meetings of the port commission for a period of 60 days
141        unless excused by the port commission. In the event a vacancy in the office of port
142        commissioner occurs, such vacancy shall be filled in accordance with RCW 53.12.140
143        pursuant to Chapter 42.12 RCW and other applicable law. The remaining commissioners
144        shall fill the vacancy by appointment no later than 90 days after the creation of the
145        vacancy. If the vacancy is created due to a commissioner resigning his or her position,
146        the commission shall appoint a new commissioner within 90 days of the effective date
147        of the resignation. 
148 
149      (b) Solicitation of applications. The commission shall take the following steps upon
150        provision of a notice of resignation or the creation of a vacancy in the office of port
151        commissioner. Within five business days, the commission shall solicit applications to fill
152        the vacancy by issuing a press release and posting a request for applications on the Port
153        of Seattle website. Applications shall be solicited from citizens in King County interested
154        in being considered for the appointment. All applications for the appointment shall be
155        submitted to the port commission by the deadline noted in the commission's request
156        for applications. 
157 
158      (c) Review and selection of candidates. The commission shall review the applications and
159        shall obtain background investigations of the applicants. The commission may conduct
160        interviews in public of the most qualified candidates. The commission shall fill the
161        vacancy by selecting one candidate by majority vote of its membership in a public
162        meeting. 
163 
164      (d) Vacancy in office of three or more commissioners. When a majority of the
165        commissioner positions fixed by law are vacant, the provisions of RCW 42.12.070 and
166        applicable law shall govern the filling of the vacancies. 
167 
168      (e) Appointment until the next election. As provided in Chapter 29A.24 RCW, each person
169        appointed to serve in the office of commissioner shall serve until a qualified person is
170        elected at the next election at which a member of the governing body normally would

Page 4 of 25

171        be elected. The person elected shall take office immediately and serve the remainder of
172        the unexpired term. 
173 
174   7.  Outside boards and commissions. Commissioners may serve on external port-related
175      boards and commissions. No more than two commissioners shall serve on the same
176      external board or commission at the same time in order to avoid having a quorum of
177      commissioners at the meetings of such a board or commission. The process for determining
178      committee and external board and commission assignments in consultation with
179      commissioners is described in Article V, Section 3. The president shall make these
180      assignments as described in Article III, Section 5, and shall consider the following factors
181      when determining participation and length of service for commissioners on external boards
182      and commissions: 
183 
184      (a) The membership and office-holding requirements of the external boards in question; 
185 
186      (b) The interests of individual commissioners in serving on various external boards; and 
187 
188      (c) Whether the port commission is adequately represented on the external boards and
189        commissions needed to effectively advocate for the interests of the Port of Seattle. 
190 
191 
192   Article III  Officers 
193 
194   1.  All officers shall serve at the pleasure of the Port of Seattle Commission and shall carry out
195      the responsibilities described in these bylaws. Commission officers may be censured or
196      removed from office at any public meeting of the port commission legally convened in
197      accordance with applicable laws and these bylaws. The Code of Ethics for Port
198      Commissioners shall identify the procedures for addressing complaints of misconduct,
199      abuse of authority, and neglect of the duties of office by officers. If a majority of the
200      commissioners determine that an officer should be censured or removed from office, this
201      decision shall require a vote of the majority of commissioners as prescribed by applicable
202      law and these bylaws. 
203 
204   2.  Election. At the first meeting of each calendar year, the commission shall elect a vice 
205      president and secretary. As described elsewhere in this article, the vice president shall
206      succeed to the office of president in the following calendar year at the expiration of his or
207      her term as vice president. 
208 
209   3.  Term of office. An officer's term shall run from the date of election until the end of the
210      calendar year. 
211 
212   4.  Commission officer vacancy. 
213 
214      (a) In the event that a commission officer resigns or is removed from the office of

Page 5 of 25

215        president, vice president, or secretary, a commissioner may be selected to serve out the
216        officer's uncompleted term and shall so serve until the end of the calendar year. When
217        such vacancies arise, they may be filled at any regular or special meeting of the
218        commission. During the temporary absence of any commission officer, the officer next
219        in line shall assume the duties of the absent officer in an acting capacity in the following
220        order of succession, provided that this order of succession does not apply to meetings
221        of committees composed of fewer than a quorum of the port commission: 
222 
223      (b) In the physical absence of the president, the vice president temporarily shall assume
224        the duties of the president. 
225 
226      (c) In the physical absence of the vice president, the secretary temporarily shall assume the
227        duties of the vice president. 
228 
229      (d) In the physical absence of both the president and vice president, the secretary
230        temporarily shall assume the duties of the president. 
231 
232   5.  Duties of the president. 
233 
234      (a) Order and decorum. The president shall preside over all public meetings and executive
235        sessions of the Port of Seattle Commission and shall be responsible for maintaining
236        order and decorum in accordance with the provisions of these bylaws. 
237 
238      (b) Preliminary agenda. The president shall authorize the formation of the commission's
239        preliminary public meeting agenda and shall propose the agenda for commission
240        approval on the day of the meeting in the appropriate order of business. 
241 
242      (c) Notice of meetings. The president shall authorize the issuance of such legal notices of
243        public meetings as may be required by law and these bylaws. 
244 
245      (d) Supervision of commission staff. Acting on behalf of the commission, the president shall
246        supervise the commission chief of staff, who in turn shall be responsible for the
247        organization and management of the staff of the office of the commission. Prior to
248        executing any hiring and firing decisions with respect to the professional staff of the
249        office of the commission, all commissioners shall be notified of the proposed decision
250        and a reasonable opportunity shall be given for commissioners to consult on such
251        decisions as time and circumstances warrant. 
252 
253      (e) Committee and external board appointments. In  consultation with individual
254        commissioners, the president annually shall appoint commissioners to serve on and
255        chair standing or special committees and to serve on external boards and commissions,
256        subject to the considerations described In Article II, Section 7. As described in these
257        bylaws, the chair of the audit committee shall be the vice president, and therefore the
258        president does not appoint this position. The procedures for consultation and

Page 6 of 25

259        appointment of commissioners to committees or external boards and commissions shall
260        be pursuant to the requirements of these bylaws related to committee structure. 
261 
262      (f)  Commission spokesperson. The president shall be the spokesperson for the commission
263        in expressing views held collectively by the Port of Seattle Commission that have been
264        established by action taken in public session. The president may delegate this role on a
265        case-by-case basis. Article VI, Section 3 describes the procedures to be used for
266        informal polling of commissioner opinions when circumstances prevent formal action in
267        public session. 
268 
269      (g) Signature of instruments. On behalf of the commission, the president shall sign all
270        proclamations adopted in public session. The president shall execute all agreements
271        required in the normal course of fulfilling his or her duties. The president shall sign all
272        official correspondence and other instruments on behalf of the commission that are
273        consistent with the opinions or policy direction of the commission established by public
274        action. 
275 
276      (h) Other duties of the president. The president shall perform other duties incidental to the
277        office of the president, as established from time to time by the Port of Seattle
278        Commission. 
279 
280   6.  Duties of the vice president. 
281 
282      (a) Succession to president. The vice president shall succeed the president for the
283        subsequent calendar year. If he or she is unable to fill the office of president in the
284        calendar year following the completion of his or her term as vice president, the
285        commission shall elect another commissioner to serve as president. A motion to elect a
286        president under these circumstances shall be in order as soon as reasonably possible
287        after the commission learns that the vice president will be unable to serve as president. 
288 
289      (b) Audit committee chair. The vice president shall serve as chair of the commission's audit
290        committee. For this reason, the president shall not appoint the chair of the audit
291        committee. 
292 
293      (c) Other duties of the vice president. The vice president shall perform other duties
294        incidental to the office of the vice president, as established from time to time by the
295        Port of Seattle Commission. 
296 
297   7.  Duties of the secretary. 
298 
299      (a) The secretary shall oversee the proper recording of official actions of the Port of Seattle
300        Commission and shall oversee the distribution, retention, and disposition of  such
301        records as described in these bylaws. To carry out this responsibility, the secretary shall
302        coordinate with a commission clerk. The secretary shall present minutes for approval to

Page 7 of 25

303        the commission and shall attest to the authenticity of approved minutes by signature.
304        When the secretary is physically absent, the presiding officer shall so attest. 
305 
306      (b) Other duties of the secretary. The secretary shall perform other duties incidental to the
307        office of the secretary, as established from time to time by the Port  of Seattle
308        Commission. 
309 
310   8.  Duties of the commission clerk. 
311 
312      (a) There shall be a staff position to perform the duties of a commission clerk. The
313        commission clerk shall be supervised by the commission chief of staff. The work of the
314        commission clerk shall support the secretary as the officer responsible for overseeing
315        the recording of actions of the Port of Seattle Commission. 
316 
317      (b) Legal notices. Subject to authorization of the president, as described in Section 5, the
318        commission clerk shall ensure the posting, distribution, retention, and disposition of
319        port commission public meeting notices as may be required by law and these bylaws.
320 
321      (c) Minutes. The commission clerk shall ensure the recording, distribution, retention, and
322        disposition of records of the official actions of the Port of Seattle Commission in
323        accordance with applicable law and best practices. 
324 
325      (d) Catalogs and indices. The commission clerk shall ensure the collection and cataloguing
326        of policy directives and governance-related resolutions of the Port of  Seattle
327        Commission. He or she shall coordinate with the office of the port's executive director
328        to ensure that policies and procedures promulgated by the executive leadership of the
329        port are regularly reviewed for conformity with such policy directives. The commission
330        clerk shall maintain such indices of the records of the port commission as are
331        considered appropriate to accommodate the normal course of business. At a minimum,
332        the commission clerk shall maintain indices of actions of the port commission contained
333        in its minutes, and the subject matter of adopted resolutions, policy directives, and
334        other formal motions. 
335 
336      (e) Record holder. The commission clerk shall be the record holder and custodian of the
337        commission's approved minutes, adopted resolutions, proclamations, formal motions,
338        policy directives, and Delegation of Responsibility and Authority to the Executive Director
339        (General Delegation of Authority). The commission clerk shall be responsible for the
340        recording, distribution, retention, and disposition of these records and any related indices
341        pursuant to the procedures provided for in these bylaws. The commission clerk also shall
342        be the record holder of certificates of election of port commissioners, commission
343        transparency pledges, lists of commissioner assignments to commission committees and
344        external boards and commissions, and secondary copies of commissioner oaths of office,
345        which shall be recorded with the King County recorder's office. 
346 

Page 8 of 25

347      (f)  Port seal. The commission clerk shall be the custodian of the official Seal of the Port of
348        Seattle and shall affix its impression on official instruments whenever required. 
349 
350      (g) Administration of oaths. The commission clerk shall be the ordinary administrator of
351        the oath of office for newly elected port commissioners as required pursuant to RCW
352        29A.60.280, shall ensure the recording of such oaths with the King County Recorder's
353        Office, and shall provide other notarial services as required in the regular course of
354        business. If the commission clerk is not available to administer the oath of office during
355        the time period required pursuant to RCW 29A.60.280 or other law, another official
356        authorized to administer oaths pursuant to Chapter 5.28 RCW may administer the oath,
357        a copy of which shall be provided to the commission clerk for submission to the
358        recorder's office. The provisions of this section are intended to ensure compliance with
359        legal requirements and do not preclude additional public oath-of-office ceremonies. 
360 
361      (h) Notice of adjournment. When circumstances prevent assembly of a quorum of port
362        commissioners at the scheduled place or time, the commission clerk shall call the
363        scheduled meeting to order exclusively for the purpose of adjourning to another time
364        or location and shall ensure the posting of a notice of adjournment as described
365        elsewhere in these bylaws. 
366 
367      (i)  Public comment. When the public is invited to comment pursuant to the provisions of
368        law or these bylaws, the commission clerk shall assemble a list of speakers. 
369 
370      (j)  Roll-call votes. When a vote by roll call is required pursuant to the rules of order, the
371        commission clerk shall call the roll, announce the result to the presiding officer, and
372        record the votes so cast. The presiding officer shall announce the decision of the
373        commission on any motion. 
374 
375      (k) Parliamentarian. When questions of order arise, the commission clerk may advise the
376        presiding officer at the officer's discretion based on the commission's rules of order and
377        established parliamentary authority. 
378 
379      (l)  Other duties of the clerk. The commission clerk shall perform other duties consistent
380        with the responsibilities of a municipal clerk as may be required from time to time. 
381 
382      (m) Delegation of duties. The duties of the commission clerk may be performed on a
383        temporary basis by a deputy commission clerk or suitable delegate, as circumstances
384        require. 
385 
386 


Page 9 of 25

387   Article IV  Meetings 
388 
389   1.  Public meetings. 
390 
391      (a) All meetings of a quorum of port commissioners shall be open to the public as required
392        by law and these bylaws; provided deliberations may be closed to the public pursuant
393        to the exemptions provided for explicitly in state law and in accordance with the
394        procedures required by statute and these bylaws. 
395 
396      (b) Record of proceedings. A record of all actions of the port commission taken during its
397        public meetings shall be kept by the commission clerk and shall be made available to
398        the public in the form of minutes approved by the port commission. When the
399        commission has approved the minutes of a meeting, the minutes so approved shall
400        represent the sole, final, and considered determination of the commission as to the
401        actions contained therein, superseding all statements made by commissioners at the
402        meeting. Unless prevented by extenuating circumstances, regular meetings shall, and
403        special meetings may, be recorded electronically. 
404 
405   2.  Quorum. A majority of the persons holding the office of port commissioner at any time
406      shall constitute a quorum of the port commission for the transaction of business. No
407      business of the port commission shall be transacted unless there are in office at least a
408      majority of the full number of commissioners fixed by law, except as otherwise may be
409      provided for by law. No action defined by statute as the transaction of the official business
410      of a public agency shall occur in the absence of a quorum. In the absence of a quorum, 
411      individual  commissioners  may  participate  in  informational  presentations.  Such
412      presentations are not deliberations of the Port of Seattle Commission, and comments made
413      by individual commissioners in this context are not directions binding on the executive
414      director or other agents of the Port of Seattle. In the event a public meeting is interrupted
415      by the loss of a quorum of commissioners, the presiding officer shall announce that the
416      commission meeting has been adjourned or recessed due to the absence of a quorum
417      before continuing with further informational presentations. 
418 
419   3.  Absences. 
420 
421      (a) Failure to attend port commission meetings for a period of 60 days unless excused by
422        the commission shall constitute a vacancy in office as described in RCW 53.12.140.
423        When commissioners are absent from meetings in order to attend to other port
424        business, such absences shall be deemed excused. Absences shall be noted in the
425        meeting minutes as either "excused" or "absent." 
426 
427      (b) Remote participation. Commissioners shall attend public meetings of the Port of Seattle
428        Commission in person unless prevented from doing so by extenuating circumstances.
429        Commissioners who are unable to attend in person may participate in meeting
430        deliberations electronically or by telephone, provided the commissioner can interact in

Page 10 of 25

431        deliberations and be heard by the other commissioners and others attending the
432        meeting. Commissioners participating in a meeting in this manner shall be counted for
433        purposes of establishing a quorum and shall vote on all matters put for a decision as
434        long as they are present at the time of the vote. Except in cases of special meetings
435        called to deal with an emergency involving injury or damage to persons or property or
436        the likelihood of such injury or damage as described in RCW 42.30.080, at least one
437        commissioner shall be physically present to preside over a public meeting when other
438        commissioners are participating electronically or by telephone. 
439 
440   4.  Regular meetings. 
441 
442      (a) Date, place, and time. Regular meetings of the Port of Seattle Commission shall be held
443        on the second and fourth Tuesdays of every month except December. In December,
444        regular meetings shall be held on the second and third Tuesdays. The meeting held on
445        the second Tuesday of the month shall be held at port headquarters at Pier 69, 2711
446        Alaskan Way, Seattle, Washington. When a regular meeting is held on the fourth
447        Tuesday of the month, it shall be held at the conference center at Seattle-Tacoma
448        International Airport, 17801 International Boulevard, Seattle, Washington. The meeting
449        held on the third Tuesday of December shall be held at the conference center at
450        Seattle-Tacoma  International  Airport,  17801  International  Boulevard,  Seattle,
451        Washington. Regular public meetings shall be convened at 12:00 noon. When an
452        executive session is to be held, the regular meeting may convene at 11:00 a.m. and
453        shall immediately recess to an executive session that shall be closed to the public, after
454        which the public session shall reconvene at 12:00 noon. When a regular meeting falls on
455        a holiday, such regular meeting shall be rescheduled as soon as possible thereafter.
456        Regular public meetings held pursuant to the schedule described in this section shall
457        not require additional publication of notice; however, notice similar to that provided for
458        special meetings may be provided for regular meetings. 
459 
460      (b) Cancellation. Regular or special meetings may be cancelled by authorization of the
461        president or by written request of a majority of the membership of the commission.
462        Such a request shall be provided to the president and the commission clerk at least 25
463        hours in advance of the scheduled convening time of the meeting to be cancelled. The
464        commission clerk shall issue notice of such cancellations no later than 24 hours in
465        advance of the scheduled convening time pursuant to the same procedures required for
466        notice of special meetings. Meetings requiring cancellation less than 24 hours in
467        advance of the scheduled convening time due to extenuating circumstances shall be
468        convened at the scheduled time and immediately adjourned as otherwise provided for
469        in this section. 
470 


Page 11 of 25

471   5.  Order of business for regular meetings. 
472 
473      (a) The order of business for regular meetings shall be as follows, subject to the conditions
474        specified in this section: 
475 
476        Call to Order 
477        Executive Session 
478        Approval of the Agenda 
479        Executive Director's Report 
480        Public Comment 
481        Unanimous Consent Calendar 
482        Special Orders 
483        Authorizations and Final Actions 
484        Presentations, Reports, and Staff Briefings 
485        Questions on Referral to Committee 
486        Adjournment 
487 
488      (b) Call to order. At the time specified by notice or these bylaws, the presiding officer shall
489        call the meeting to order, announce the date, location, and convening time, and
490        announce the presence of those commissioners constituting a quorum. When using the
491        regular order of business, upon establishing a quorum, the presiding officer shall
492        announce any absences and shall lead the commissioners and public assembled in
493        reciting the Pledge of Allegiance to the Flag before continuing with other public
494        business. 
495 
496      (c) Executive session. An executive session closed to the public may be held as described
497        elsewhere in these bylaws for the purposes permitted by state law. When an executive
498        session is held prior to transacting public business pursuant to the procedures in these
499        bylaws, the commission shall reconvene in public session and may again recess into
500        executive session as provided for by law. 
501 
502      (d) Approval of the agenda. Following convening of the public session of a meeting using
503        the regular order of business, the presiding officer shall call for approval of the day's
504        agenda by putting the question for the revision of the proposed agenda. If any
505        commissioner objects to the day's agenda, the commissioner shall offer an amendment
506        to add to, remove from, or reorder items on the preliminary agenda. If there are no
507        amendments offered for the day's agenda, the proposed agenda shall be deemed
508        approved without objection. Any commissioner present at the time of approval of the
509        agenda may remove an item from the consent calendar for separate consideration and
510        vote. Removal of an item from the consent calendar by a commissioner shall not
511        require a vote of the other commissioners attending the meeting unless the proposal is
512        to remove the item from the day's agenda altogether. Any other amendments to the
513        agenda shall be decided in the order moved and shall require a second to be
514        considered. The approved agenda, including any successful amendments, shall

Page 12 of 25

515        constitute the specific order of the day. Upon approval of the agenda, proposed
516        motions requesting commission approval or authorization on the agenda shall be
517        considered filed with the commission clerk, in the possession of the commission, and
518        shall not be withdrawn or amended except by a vote of a majority of the membership.
519        Further changes to the approved agenda may be made later in the meeting and shall
520        require a two-thirds vote for passage. Items shall not be added to the agendas of
521        special meetings at the time of approval of the agenda. 
522 
523      (e) Executive director's report. The executive director may make a brief report and
524        announcements to the commission on matters relevant to commission deliberations
525        prior to consideration of the orders of the day. 
526 
527      (f)  Public comment. The commission may accept public comment at a regular or special
528        meeting and shall accept public testimony during public hearings and at other times as
529        required by law. Submission of written comment to the commission shall be
530        encouraged. 
531 
532      (g) Unanimous consent calendar. Items on the consent calendar shall include routine
533        matters and actions considered by the president to have general consensus of all
534        commissioners, including approval of the minutes of prior meetings available for
535        commission approval. Resolutions may be included on the consent calendar for final
536        adoption if they are routine and considered by the president to have general consensus
537        of all commissioners, have been introduced on a prior day, and do not require a public
538        hearing or amendment. Items on the consent calendar shall not be subject to discussion
539        or debate and shall be decided by a single vote. Any commissioner present at the time
540        of consideration of approval of the agenda may request removal of an item from the
541        unanimous consent calendar for separate consideration and vote. Items removed from
542        the consent calendar for separate consideration and vote shall become special orders
543        for the day and shall be taken up following those items previously scheduled for
544        consideration as special orders. 
545 
546      (h) Special orders. Special orders of business are items designated to be considered at a
547        particular time in the orders of the day. Special orders of business shall be listed on the 
548        day's agenda and may include presentations or recognitions of a ceremonial nature,
549        stakeholder engagement sessions, policy roundtables, public hearings, or any actions
550        the commission chooses to take up at a special time on its agenda. 
551 
552      (i)  Authorizations and  final actions. Requested authorizations and other final actions
553        requiring a decision by the commission shall be listed on the day's agenda and shall be
554        considered in their regular order. Authorizations and final actions laid on the table may
555        be taken from the table by a vote of a majority of the membership during the same 
556        session or shall become special orders of business at the next regular meeting of the
557        commission or at the meeting specified in the motion to lay on the table. 
558 

Page 13 of 25

559      (j)  Presentations, reports, and staff briefings. Presentations not requiring immediate final
560        action shall be considered during the order of presentations, reports, and staff
561        briefings. Final action may be taken on such matters by a majority vote of the
562        membership only when all commissioners are present to participate in the meeting. 
563 
564      (k) Questions  on  referral  to  committee.  Matters  referred  to  committees  for
565        recommendation in advance of public consideration by the commission may be
566        discharged from committee pursuant to the provisions of Article V. 
567 
568      (l)  Adjournment. Provided there is no further scheduled business to transact, the
569        commission shall adjourn without the need for a motion for adjournment. 
570 
571   6.  Special meetings. 
572 
573      (a) Any meeting held at a time or location other than as described for a regular meeting
574        pursuant to these bylaws constitutes a special meeting of the Port of Seattle
575        Commission. Special meetings may be called at any time by the president or a majority
576        of the membership of port commissioners, provided notice is issued by the commission
577        clerk in the manner prescribed by law not later than 24 hours in advance of the
578        convening time of a special meeting. The date, time, and location for convening such
579        meetings shall be described in the notice for the special meeting as required pursuant
580        to Chapter 42.30 RCW. The call for a special meeting shall include a description of the
581        business to be transacted during the special meeting and final action shall not be taken
582        on any other matter at such meeting. A special meeting may follow the order of
583        business prescribed for a regular meeting. 
584 
585      (b) Waiver of notice. Written notice issued at least 24 hours in advance of convening a
586        special meeting shall not be required when a special meeting is called to deal with an
587        emergency involving injury or damage to persons or property as described in
588        RCW 42.30.080. The requirement to issue written notice at least 24 hours in advance of
589        convening a special meeting may be dispensed with in the case of any commissioner
590        who files with the commission clerk a written waiver of notice prior to the convening of
591        such meeting. Such written notice may also be dispensed with as to any commissioner
592        who is actually present at the time of convening the special meeting. The written waiver
593        of notice shall include the commissioner's signature or similar authentication and shall
594        state the date, time, location, and description of the business to be transacted at the
595        special meeting. The commission clerk shall provide forms for executing notice waivers. 
596 
597      (c) [intentionally left blank] 
598 
599      (d) Special meetings called by a quorum of commissioners. When a majority of the
600        membership of the commission calls a special meeting, the commissioners calling the
601        meeting shall notify the president and commission clerk in writing of their intention to
602        convene the special meeting. The written request shall indicate the place and time for

Page 14 of 25

603        convening the special meeting and a description of the business to be transacted. This
604        information shall be included in the notice for the special meeting pursuant to the
605        notice requirements of law and these bylaws. Final action shall not be taken on any
606        other matter at such meeting. Such a written notification to call a special meeting by a
607        majority of the membership of the commission shall be delivered to the commission
608        clerk at least 25 hours prior to the convening time of such a special meeting. No special
609        meeting called pursuant to the procedures in these bylaws shall commence earlier than
610        24 hours after the time of posting of the required meeting notice. 
611 
612      (e) Special meetings; community engagement. At least twice every year, the commission
613        shall hold special meetings for the purpose of engaging the public in the consideration
614        of matters relevant to the work of the Port of Seattle. The meeting locations, times, and
615        agendas shall be appropriate to the intended participants and shall comply with
616        applicable law and these bylaws. 
617 
618   7.  Adjournment or continuation of a public meeting. Regular and special meetings may be
619      adjourned or continued pursuant to the notice requirements of Chapter 42.30 RCW. When
620      a meeting is so adjourned and provided members of the public are present at the time of
621      the adjournment or continuation, the presiding officer or the commission clerk shall
622      announce the place and time to which the meeting is to be adjourned or continued. An
623      order of adjournment shall be posted on or near the door of the room where the meeting
624      was adjourned or continued immediately following the announcement of adjournment or
625      continuation. If no members of the public are present at the time the meeting is adjourned
626      or continued, the announcement may be dispensed with and a copy of the order shall be
627      posted as described here. 
628 
629   8.  Executive sessions. 
630 
631      (a) Executive sessions shall be closed to the public pursuant to the limitations imposed by
632        state law, including but not limited to the Open Public Meetings Act, Chapter 42.30
633        RCW. No final actions shall be taken during an executive session. Executive sessions
634        may be held only during a regular or special meeting of the port commission and may
635        be held at any time following convening of the public meeting in accordance with the
636        procedures required by statute and described in these bylaws. 
637 
638      (b) Recessing to executive session; public present. The following procedure shall apply
639        when an executive session is conducted prior to transacting the other business of a
640        regular or special meeting and when the public is present in the scheduled location of
641        the public meeting. A quorum of port commissioners shall assemble at the location of
642        the executive session. Once the required quorum is present and the published time for 
643        convening the regular or special meeting has arrived, the presiding officer and the
644        commission clerk shall meet in the scheduled location of the public meeting and the
645        presiding officer shall call the meeting to order. If the required quorum of
646        commissioners is present at the location of the executive session but not immediately

Page 15 of 25

647        present in the scheduled location of the public meeting, the presider shall announce
648        that such a quorum is present. The presiding officer shall announce the number of
649        topics to be discussed in executive session and identify them sufficiently to establish
650        their legal exemption from public deliberation. The announcement shall provide an
651        estimate of the time at which the public session will reconvene, and the public meeting
652        will then immediately stand in recess. The time announced for reconvening the special
653        or regular meeting shall not be earlier than the time otherwise published for
654        commencement of the public session of such a regular or special meeting in accordance
655        with the notice requirements of Chapter 42.30 RCW. 
656 
657      (c) Recessing to executive session; public not present. The following procedure shall apply
658        when an executive session is conducted prior to transacting the other business of a
659        regular or special meeting and when the public is not present in the scheduled location
660        of the public meeting. A quorum of port commissioners shall assemble at the location
661        of the executive session. Once the required quorum is present and the published time
662        for convening the regular or special meeting has arrived, the commission clerk shall
663        notify the presiding officer that there are no members of the public assembled in the
664        scheduled location of the public meeting, and the announcement procedures of
665        Subsection (b) above may be dispensed with. Under these circumstances, a notice
666        listing the matters to be discussed in executive session and noting the applicable legal
667        exemptions from public deliberation shall be posted on or near the door of the
668        scheduled location of the public meeting. This notice shall include the time previously
669        published for reconvening of the public session of the regular or special meeting as
670        required under Chapter 42.30 RCW. 
671 
672      (d) Extension of executive session. The following procedure shall apply when an executive
673        session is conducted prior to transacting other public business of a regular or special
674        meeting and the length of the executive session requires extension by more than five
675        minutes. The presiding officer shall return to the public meeting room and announce, or
676        may designate the commission clerk to announce, the extension of the executive
677        session pursuant to the requirements of Chapter 42.30 RCW. The announcement of
678        extension shall include a revised time for reconvening the public session, and a quorum
679        of commissioners shall not reconvene the public session at a time earlier than so
680        announced. When an executive session is so extended, a revised notice listing the
681        updated time for reconvening the public session, the matters to be discussed in
682        executive session, and the applicable legal exemptions from public deliberation shall be
683        posted on or near the door of the scheduled location of the public meeting. 
684 
685 
686   Article V  Committees 
687 
688   1.  The commission may at any time establish such standing or special committees as it deems
689      necessary for the transaction of business. Except as otherwise prescribed in these bylaws,
690      the composition and leadership of committees shall be determined by the president. To

Page 16 of 25

691      ensure compliance with Chapter 42.30 RCW and other applicable law related to open public
692      meetings, committees shall include not more than two commissioners and the presence of
693      both commissioners shall be required to establish a quorum for the purpose of conducting
694      the committee's business. Additional committee members may be appointed from among
695      port staff, public stakeholders, or subject matter experts, as appropriate to the scope of the
696      work of the particular committee. Non-commissioners on a committee shall not be counted
697      for purposes of establishing a quorum and shall not vote on any question put to the
698      committee. 
699 
700   2.  Charter required. Every committee shall be established by adoption of a charter that shall
701      include the following information: 
702 
703      (a) The name of the committee; 
704 
705      (b) Whether meetings of the committee shall be open to the public; 
706 
707      (c) If applicable, a schedule of regular committee meetings; 
708 
709      (d) The scope of the committee's work; 
710 
711      (e) The extent to which the committee is legally authorized to act on behalf of the
712        commission; 
713 
714      (f)  Whether the committee is authorized to hold public hearings or other public
715        engagement activities; 
716 
717      (g) The duration of the committee's work; 
718 
719      (h) Specific outcomes or recommendations expected of the committee in the conduct of its
720        business; and 
721 
722      (i)  Which staff of the Port of Seattle Commission shall support the committee's work. 
723 
724   3.  Committee membership. As noted in Article III above, the president shall appoint
725      commissioners to serve on or chair standing or special committees and on external boards 
726      and commissions. Committee and external board and commission assignments shall be
727      developed in consultation with other commissioners according to the following guidelines: 
728 
729      (a) No later than December 1, the vice president, acting in the capacity of president-elect,
730        shall forward to commissioners expecting to serve on the Port of Seattle Commission in
731        the following calendar year a list of committees and external boards and commissions
732        available for commissioner participation in the new year. The list shall be sent to any
733        newly elected commissioners for whom election results have been certified by
734        December 1. The list shall include the name of the standing or special committee of the

Page 17 of 25

735        commission and the names of all known available external boards and commissions, a
736        brief description of the group, and the current commissioner assignments, if any. The
737        vice president shall ask commissioners to consider service on the listed groups in the
738        coming year and to propose their ranked preferences for such service. 
739 
740      (b) By no later than December 15, commissioners shall consider and propose in writing
741        their ranked preferences for service on the various committees, boards, and
742        commissions and may propose service on additional committees, boards, or
743        commissions as well. Care shall be taken during the consultation process to comply with
744        legal requirements applicable to open public meetings. The deadline for responding
745        may be extended by consultation with the vice president. 
746 
747      (c) Having in mind those considerations described above and consulting further with
748        individual commissioners as needed, the vice president shall prepare a preliminary list
749        of committee, board, and commission assignments. 
750 
751      (d) No later than the second Tuesday of January, the president shall distribute a
752        preliminary list of assignments for commission committees, and external boards and
753        commissions to commissioners. Commissioners shall have seven days to review the
754        preliminary assignments and may propose revisions. 
755 
756      (e) During the commission's public meeting on the fourth Tuesday of January, or if such
757        meeting is cancelled, at the commission public meeting next held, the president shall
758        announce that assignments to committees and external boards and commissions have
759        been made, and a copy of the list of assignments shall be entered upon the record of
760        the meeting. 
761 
762      (f)  Assignments to committees and external boards and commissions may change during
763        the year, and the commission clerk shall maintain an updated list, noting the dates and
764        the nature of any revisions. Changes to such assignments shall be made only after
765        consulting the commissioners affected, and the president shall provide the commission
766        clerk with written notice of any changes. 
767 
768   4.  Standing committees. The charter for a standing committee shall be adopted by resolution,
769      and such resolution shall add such committee to the list of standing committees included in
770      these bylaws. Standing committees shall conduct their business in meetings open to the
771      public with notice provided pursuant to Chapter 42.30 RCW and the notice requirements of
772      these bylaws. The standing committees of the Port of Seattle Commission are the following: 
773 
774      (a) Audit Committee 
775 
776   5.  Special committees. Special committees are those committees established at any time by
777      the commission which have a limited purview and limited duration of existence. The
778      charter of a special committee shall be adopted by a formal written motion and shall

Page 18 of 25

779      include the classes of information specified for inclusion in any committee charter as
780      described in these bylaws. A special committee legally empowered to act on behalf of the
781      commission, conduct hearings, or take testimony or public comment shall conduct its
782      business in meetings duly noticed and open to the public. Special committees need not
783      meet in public session when their membership is less than a quorum of commissioners and
784      they are not legally authorized to act on behalf of the commission as described above. 
785 
786   6.  [intentionally left blank] 
787 
788   7.  Attendance at committees by additional commissioners. Because the presence of three or
789      more commissioners at any meeting results in the assembly of a quorum of the port
790      commission, commissioners shall refrain from attending committees to which they are not
791      assigned. When circumstances compel attendance of more than two commissioners at a
792      meeting of a standing or select committee, the additional commissioner(s) planning to
793      attend shall notify the commission clerk in writing of their intention to attend the meeting.
794      Notice to the commission clerk shall be provided at least 25 hours in advance of the time
795      set for convening the meeting. The commission clerk shall provide public notice of the
796      committee meeting where a quorum of commissioners will be present pursuant to the
797      requirements of law and these bylaws. 
798 
799   8.  Record of committee proceedings and recommendations. Standing and special committees
800      shall keep records of actions taken and assigned during their deliberations and final
801      recommendations made to the commission. These records shall be prepared by the staff
802      person identified in the committee's charter as its staff coordinator and shall be
803      authenticated by the signature of the committee chair. The commission clerk shall be the
804      record holder for these records and shall make them available for public review. Final
805      recommendations of standing or special committees shall be placed on the agenda of a
806      commission public meeting as soon as practicable and may be discussed by the commission
807      in public session. Unless prevented from doing so by extenuating circumstances, standing
808      committees shall record their deliberations electronically. 
809 
810 
811   Article VI  Rules of Order 
812 
813   1.  Parliamentary authority. The rules contained in the current edition of Robert's Rules of
814      Order Newly Revised shall govern the commission in all cases to which they are applicable
815      and in which they are not inconsistent with these bylaws and any special rules of order the
816      commission may adopt. 
817 
818   2.  Voting. 
819 
820      (a) It shall be the responsibility of each commissioner to vote on all questions put for
821        action. Commissioners may abstain for any stated reason and shall recuse themselves
822        when appropriate to do so because of the appearance of a conflict of interest or

Page 19 of 25

823        because of an actual conflict of interest. Commissioners shall announce their reasons
824        for abstaining or recusing themselves from a consideration of a matter pursuant to the
825        requirements of these bylaws. Abstentions are neither "yeas" nor "nays" and shall not
826        be counted as part of the vote of the commission. Commissioners who abstain from the
827        consideration of a matter because of the appearance of a conflict of interest or because
828        of an actual conflict of interest shall be subject to rules pertaining to recusal described
829        in Article II, Section 5. 
830 
831      (b) Motion required. The commission shall transact its business only by motion made by
832        any commissioner, including the presiding officer, participating in a public meeting. A
833        motion is a proposal to take an action, whether verbalized or formalized in writing, such
834        as in the form of a resolution or by written motion. Motions shall be decided by the
835        vote prescribed by law, these bylaws, or applicable parliamentary authority. The
836        decision of the commission shall be announced by the presiding officer. Only
837        instructions in the form of a motion adopted by the required vote shall be binding on
838        the executive director or other agents of the Port of Seattle. 
839 
840      (c) Motions to be seconded. Motions shall require a second to be considered, unless
841        exempt from the need for a second by the adopted parliamentary authority or the
842        provisions of these bylaws. 
843 
844      (d) Majority vote. In all cases where a majority vote is required for passage of any question,
845        it shall require an affirmative vote of a majority of the commission's membership to
846        pass. 
847 
848      (e) Voting procedure. A vote by voice shall be sufficient for the passage of any matter,
849        provided any commissioner may call for a vote by roll call as described in Article III,
850        Section 8. Votes shall be indicated by "yea" for approval or "nay" for objection. 
851 
852      (f)  Unanimous consent. The commission may act by unanimous consent when support for
853        passage of an action is clearly unanimous. In such cases "yeas" and "nays" need not be 
854        called for, provided the presider calls for objections and no objections are voiced.
855        Actions taken by unanimous consent are decisions of the commission. The outcome of
856        an action taken by unanimous consent shall be announced by the presider and shall be
857        recorded in the minutes as taken "without objection." A single objection to action by
858        unanimous consent shall put the question to a voice vote, or, if requested by any
859        commissioner, a roll-call vote. 
860 
861   3.  [intentionally left blank] 
862 
863   4.  Excusing absences. Those commissioners announced by the presider as excused shall be
864      deemed excused by unanimous consent of the commissioners present provided there is no
865      objection. Upon receipt of an objection to a commissioner's status as excused or absent,
866      the presider may correct his or her previous announcement. If there is a further objection

Page 20 of 25

867      or if there is any confusion as to the subject commissioner's status as excused or absent,
868      the presider shall put the question for approval to record the subject commissioner as
869      excused. 
870 
871   5.  Amendment of questions. Once a motion has been made or a requested action filed by
872      virtue of its inclusion on an approved agenda, it shall be modified only by amendment. Any
873      commissioner, including the presiding officer, may offer an amendment to a question that
874      is subject to amendment. Amendments other than simple amendments to procedural
875      motions shall be offered in writing and their content repeated by the presiding officer prior
876      to taking a vote on the amendment as a subsidiary question. Amendments shall be subject
877      to a vote for adoption. Amendments that are not controversial and have clear unanimous
878      support may be adopted by unanimous consent, provided they are submitted in writing and
879      are repeated when the presiding officer announces the outcome of the vote. Amendments
880      adopted by unanimous consent shall be recorded in the minutes as adopted "without
881      objection." Amendments are subsidiary questions and shall be considered after acceptance
882      of a motion and second on the main question to which they are attached and shall be
883      decided before the vote on the main question. 
884 
885   6.  Resolutions. 
886 
887      (a) The port commission shall take action by resolution for actions that are required by law
888        to be in resolution form; that repeal or amend actions previously taken by resolution;
889        that establish or revise policy directives or governance structures; or that are actions of
890        a legislative character, as defined by law and below. 
891 
892      (b) Form of resolutions. Resolutions shall be consecutively numbered and shall include a
893        title representative of the resolution's intent with reference to all prior resolutions
894        amended or repealed; a preamble of "whereas" clauses stating the rationale for the
895        action to be taken; a "resolved" clause organized into sections as needed and asserting
896        the proposed action; and a section indicating the date of public adoption with places to
897        affix signatures and the impression of the port seal. The commission clerk shall maintain
898        a form for drafting of resolutions as approved for use by legal counsel. 
899 
900      (c) Matters of a legislative character. For the purposes of this section, "actions of a
901        legislative character" shall include interagency agreements requiring the corresponding
902        governmental entity to adopt the interagency agreement by ordinance or take similar
903        legislative action as required by law. 
904 
905      (d) A resolution shall be introduced and adopted by separate votes on the introduction of
906        the resolution and the adoption of the resolution. No resolution shall be adopted on the
907        same day upon which it is introduced,  except by unanimous consent of all
908        commissioners as described in these bylaws. Once a motion for introduction of a
909        resolution has been made or a resolution has been introduced through its inclusion on
910        an approved agenda, it shall be modified only by amendment. Commissioners may give

Page 21 of 25

911        their consent to adopt a resolution on the same day it is introduced in person at the
912        meeting during which final passage of the resolution is sought or, in the case of
913        commissioners absent from such meeting, by advance written consent. Written consent
914        for a vote on final passage of a resolution at the same meeting as its first introduction
915        shall include the resolution number or series of numbers, a brief description of the
916        resolution(s), the date of the meeting for which such consent is given, and the name
917        and signature or similar authentication of the commissioner giving consent. Such
918        written consent shall be included in the record of the meeting for which the written
919        consent concerning the resolution is granted. 
920 
921      (e) The commission clerk shall provide a form for the giving of consent to adoption of a
922        resolution on the same day it is introduced. 
923 
924      (f)  The commission clerk shall maintain adopted resolutions pursuant to required retention
925        schedules, shall provide for the numbering and indexing of resolutions by subject and
926        date of adoption, and shall make all resolutions available for public review. 
927 
928   7.  Written motions. Motions that are not procedural in nature shall be submitted in writing
929      for consideration by the commission. Written motions shall include action requests
930      submitted in a commission agenda memorandum and attached to an approved agenda;
931      ceremonial proclamations as described in Section 8 of this article; and amendments to main
932      questions documented on forms provided for that purpose. The commission clerk shall
933      keep a record of adopted formal motions of the Port of Seattle Commission, which shall be
934      sequentially numbered; shall include a brief title and text of the motion and may include a
935      statement in support of the motion; and shall be indexed and made available for public
936      review. 
937 
938   8.  Proclamations. The commission may from time to time take actions of a ceremonial nature
939      by proclamation. Adopted proclamations shall be signed by the commission president and
940      shall have the port seal affixed. 
941 
942   9.  Limitation on debate. As a board of less than  twelve members, the Port of Seattle
943      Commission may allow any commissioner to speak multiple times on any subject under
944      consideration. Before a commissioner speaks twice on the same subject, the other
945      commissioners shall have an opportunity to speak on that subject in turn. A motion to limit
946      debate may be made. The motion shall stipulate the amount of time to which
947      commissioner comment will be limited and requires a two-thirds vote for passage. 
948 
949   10. Order and decorum. The presiding officer shall be responsible for maintaining order and
950      decorum during public meetings. Commissioners shall address motions and procedural
951      inquiries to the presiding officer and may address staff and guest presenters directly during
952      consideration of a particular matter, provided they have been recognized by the presider.
953      Those speaking during consideration of any matter shall limit remarks to the matter at
954      hand, avoiding personalities, vulgarity, insults, inflammatory language, comment about

Page 22 of 25

955      others' motives, criticism of past actions, and other comments not germane to the
956      discussion of the matter at hand. During a public meeting or hearing, commissioners shall
957      refrain from engaging in dialog with speakers offering public comment, but may request
958      further information or consultation from the presiding officer or appropriate staff
959      representative on a topic raised during comment. 
960 
961   11. Rules governing public comment. 
962 
963      (a) Persons wishing to address the commission shall sign up to testify on lists provided by
964        the commission clerk and shall identify the specific agenda item or subject to be
965        addressed. Recorded comment and the identity of speakers shall be public records
966        subject to the disclosure requirements of Chapter 42.56 RCW. The names of speakers
967        shall be recorded in the minutes of the public meeting. 
968 
969      (b) The time allotted for public oral comment shall be limited to a total of 45 minutes,
970        unless extended at the commission's discretion. The presiding officer may limit the time
971        allotted to each person, may limit the number of persons speaking on any topic, may
972        limit the time allotted to any topic, may limit oral comment to those with new
973        information to present, or may otherwise limit oral comment in the interest of order
974        and decorum, subject to the will of the commission. 
975 
976      (c) Testimony related to a public hearing shall be heard during the corresponding public
977        hearing, which shall be listed on the day's agenda. The commission may accept further
978        oral public comment at other times on the agenda as deemed appropriate by consent
979        of a majority of the membership. 
980 
981      (d) Persons providing oral public comment shall approach the podium or testimony table
982        when recognized by the presiding officer and shall use the microphones provided. Each
983        speaker shall repeat his or her name for the record, shall identify the agenda item or
984        subject to be addressed, and shall address remarks to the commission as a body.
985 
986      (e) Disruptions of commission public meetings are prohibited. Disruptions include but are
987        not limited to the following: 
988 
989        (i)  Refusal of a speaker to comply with the allotted time set for the individual speaker's
990           public comment; 
991        (ii)  Outbursts from members of the public who have not been recognized by the
992           presiding officer for public comment; 
993       (iii)  Delaying the orderly conduct or progress of the public comment period, including
994           interfering with the testimony of others; 
995       (iv)  Directing remarks to the audience; 
996        (v)  Holding or placing of a banner or sign in the commission meeting room in a way that
997           endangers others or obstructs the free flow of persons attending the commission
998           meeting; 

Page 23 of 25

999       (vi)  Leaving the podium or testimony table to physically approach commissioners or
1000          staff during one's public comment, provided that speakers may offer written
1001          materials to the commission clerk for distribution before, during, or after their
1002          testimony to commissioners and may approach the commission clerk to ask
1003          questions or for direction; 
1004       (vii)  Any behavior that disrupts, disturbs, or otherwise impedes attendance at a
1005          commission public meeting. 
1006 
1007     (f)  If a meeting is interrupted by a disruption as described in these bylaws so as to render
1008        the orderly conduct of the meeting not feasible, the presiding officer may recess the
1009        meeting or adjourn the meeting to another location pursuant to the provisions of
1010        Article IV, Section 7, of these bylaws and may order the meeting room cleared. If a
1011        meeting is adjourned due to an interruption, commissioners and staff shall leave the
1012        meeting room until the meeting is reconvened. 
1013 
1014   12. Questions for which objection requires offering of an amendment. As noted in these
1015     bylaws, the following are motions that are normally decided by unanimous consent and
1016     which require that objection be accompanied by the offering of an amendment to the main
1017     question: 
1018 
1019     (a) Approval of the agenda. The form for the question for approval of the agenda shall be
1020        put as a call for revisions to the preliminary agenda as proposed, followed by a brief
1021        pause. Objection shall take the form of an amendment to add to, remove from, or
1022        reorder items on the preliminary agenda. 
1023 
1024     (b) Excusing absences. The form for excusing absences shall be put as an announcement of
1025        those present, absent, and excused, followed by a brief pause. Objection shall take the
1026        form of an amendment to the presiding officer's announcement. 
1027 
1028     (c) Approval of the minutes. Minutes typically shall be included on the unanimous consent
1029        calendar. When removed from the consent calendar for separate consideration, the
1030        question shall be on approval of the minutes as proposed and circulated to
1031        commissioners in advance. Objection shall take the form of the offering of an
1032        amendment to correct the record contained in the minutes as proposed. All
1033        commissioners present at the time of the vote to approve the minutes and any
1034        amendments offered to the proposed minutes shall vote on the question put,
1035        regardless of their presence or absence from the meeting for which the subject minutes
1036        have been prepared. 
1037 
1038   13. Questions requiring unanimous consent of all commissioners. As noted elsewhere in these
1039     bylaws, the following motions require unanimous consent of the membership, whether
1040     present or absent, and an objection has the effect of defeating the question: 
1041 
1042     (a) [intentionally left blank] 

Page 24 of 25

1043     (b) Motion to allow adoption of a resolution on the same day it is introduced, as described
1044        in Article VI, Section 6. 
1045 
1046   14. The waiver of any rule contained in these bylaws shall require either an affirmative vote of
1047     two-thirds of those voting or the vote explicitly stipulated in these bylaws, whichever is
1048     more restrictive. 
1049 
1050 
1051   Article VII  Amendment of Bylaws 
1052 
1053   1.  Amendment by resolution. These bylaws may be amended by the commission by resolution
1054     duly adopted. 
1055 
1056   2.  Publication. The commission clerk shall revise the bylaws to reflect amendments made
1057     from time to time, shall record a history of revisions to the bylaws, shall make the bylaws
1058     available for public review, and shall maintain an index to the content of the bylaws. 
1059 
1060   3.  At least once every three years, the commission shall refer the bylaws to a governance
1061     committee for review and recommendation as to any needed revisions. 












Page 25 of 25