1              Redline showing the amendment proposed by Resolution No. 3744 
2 
3                         PORT of SEATTLE COMMISSION BYLAWS 
4 
5   Article I  Object 
6 
7   1.  The Port of Seattle was chartered by the voters of King County as a port district by special
8      election on September 5, 1911, as a special-purpose municipal corporation of the State of
9      Washington. The Port of Seattle Commission is vested with all port powers described by
10      law and governs the Port of Seattle in accordance with state law to fulfill the port's
11      purposes and objectives. 
12 
13   2.  These bylaws constitute the rules governing the transaction of business by the duly elected
14      Port of Seattle Commission. Commissioners shall faithfully, ethically, and transparently
15      perform all duties of office and shall abide by the principle that public service is a public
16      trust. It is the goal of these bylaws to outline the transaction of business in a way that
17      appropriately safeguards the rights of the majority, minority, and individual within the body
18      politic of the Port of Seattle Commission. 
19 
20   3.  Commissioners shall serve the public and the mission of the Port of Seattle as a public
21      agency to create quality jobs throughout the diverse communities of King County by
22      advancing trade and commerce, promoting industrial growth, and stimulating economic
23      development. Commissioners shall advance the port's commitment to create economic
24      opportunity for all, responsibly steward the environment, partner with surrounding
25      communities, promote social responsibility, act transparently, and remain accountable. 
26 
27 
28   Article II  Commissioners 
29 
30   1.  Membership. The members of the Port of Seattle Commission shall be those commissioners
31      duly elected pursuant to the laws of the State of Washington. Election and terms of port
32      commissioners shall be pursuant to applicable law. As elected officials, each commissioner
33      shall exercise the responsibilities of office and be accountable to the general public, the
34      citizens of King County, and one another. 
35 
36   2.  Collegiality. The commission exercises port powers and governs the Port of Seattle only
37      when a quorum of its membership is assembled in a properly noticed public meeting and
38      action is taken by the required vote. It is the right of the individual or the minority of
39      commissioners to dissent from the will of the majority, just as it is the right of the majority
40      to act by whatever vote is needed for passage of a question. Commissioners are
41      independently elected and have the right to voice personal opinions on matters under
42      consideration or that are pending final action by the commission. Commissioners have the
43      right to express opinions that differ from the decision of the majority of the commission,
44      provided that each commissioner transparently distinguishes his or her individual opinion
45      from the collective decisions of the commission as a body. 

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46   3.  Oath of office. Pursuant to the requirements of RCW 29A.60.280, newly elected
47      commissioners shall take the oath of office required by law during the time period defined
48      by law. The oath shall be administered by a notary public holding the position of
49      commission clerk. Another person qualified to administer oaths may administer the oath of
50      office to newly elected commissioners when compliance with the legally required time
51      period necessitates it. In addition to taking the oath of office required by statute, newly
52      elected commissioners may take their oaths of office in a public ceremony. Provided such
53      commissioners have already taken the oath in the manner required by applicable law, any
54      person may administer the oath during such a ceremony. 
55 
56   4.  Transparency pledge. Annually, prior to the first public meeting of the year, each
57      commissioner shall execute the following transparency pledge: 
58 
59        As a duly elected Port of Seattle commissioner, I am responsible for ensuring that the
60        Port of Seattle, a public agency of the state of Washington, conducts its business in
61        the open in compliance with the state's Open Public Meetings Act, Chapter 42.30
62        RCW. In fulfillment of my duties to the commission as a body, and in recognition of my
63        responsibilities as an elected official serving the citizens of King County, I give my
64        personal commitment to fostering and maintaining a culture of accountability and
65        transparency within the commission, among Port of Seattle employees, and between
66        the Port of Seattle and the citizens of King County. Therefore, I affirm my commitment
67        to openly governing the Port of Seattle pursuant to the Open Public Meetings Act and
68        the state's Public Records Act (Chapter 42.56 RCW). As a commissioner, I will support
69        and advance policies and practices that increase the Port's openness and
70        accountability and expand citizen access to the port's decision-making consistent with
71        the intent of the Open Public Meetings Act. Signed this ____ day of ____ , ____ , for
72        the term of January 1 through December 31, ____ . Commissioner ____ 
73 
74   5.  Ethical behavior, conflict of interest, recusal procedure. 
75 
76      (a) Commissioners shall uphold the standard of conduct reflected in the Port of Seattle
77        Statement of Values and further described in the Port of Seattle Code of Ethics and
78        Workplace Conduct and the Port of Seattle Code of Ethics for Port Commissioners.
79        Commissioners shall avoid conflicts of interest and the appearance of conflicts of interest
80        when performing their duties as port commissioners. Procedures related to alleged
81        misconduct and potential conflicts of interest are described in the Port of Seattle Code
82        of Ethics for Port Commissioners, implementation of which is ensured by the
83        commission's officers and an independent Board of Ethics. 
84 
85      (b) If a potential or actual conflict of interest arises, commissioners shall resolve the conflict
86        pursuant to the requirements of the Code of Ethics for Port Commissioners, including
87        when necessary, recusing themselves from any consideration and voting upon the issue
88        that creates the conflict. When recusing himself or herself, a commissioner shall
89        announce the conflict of interest or the potential conflict of interest prior to
90        deliberation on the matter subject to recusal. Unless a recusing commissioner's
91        presence during a public meeting is required in order to preserve a quorum, the

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92        commissioner shall leave the meeting room during consideration of business subject to
93        the conflict issue and may return upon its completion. Abstention from voting does not
94        presume recusal, and is described further in Article VI, Section 2. 
95 
96   6.  Vacancy in office. 
97 
98      (a) A vacancy in the office of port commissioner may occur as provided in Chapter 42.12
99        RCW or by the port commissioner's nonattendance at meetings of the port commission
100        for a period of 60 days unless the commissioner is excused by the port commission. In
101        the event a vacancy in the office of port commissioner occurs, such vacancy shall be
102        filled in accordance with RCW 53.12.140 pursuant to Chapter 42.12 RCW and other
103        applicable law. The remaining commissioners shall fill the vacancy by appointment no
104        later than 90 days after the creation of the vacancy. If the vacancy is created due to a
105        commissioner resigning his or her position, the commission shall appoint a new
106        commissioner within 90 days of the effective date of the commissioner's resignation. 
107 
108      (b) Solicitation of applications. Within five business days after receiving notice of a vacancy or
109        the creation of a vacancy, the commission shall solicit applications to fill the vacancy by
110        issuing a press release and posting a request for applications on the Port of Seattle website.
111        Applications shall be solicited from citizens in King County interested in being considered
112        for the appointment. All applications for the appointment shall be submitted to the port
113        commission by the deadline noted in the commission's request for applications. 
114 
115      (c) Review and selection of candidates. The commission shall review the applications and
116        shall obtain background investigations of the applicants. The commission may conduct
117        interviews in public of the most qualified candidates. The commission shall fill the
118        vacancy by selecting one candidate by majority vote of its membership in a public
119        meeting. 
120 
121      (d) Vacancy in office of three or more commissioners. When a majority of the
122        commissioner positions fixed by law are vacant, the provisions of RCW 42.12.070 and
123        applicable law shall govern the filling of the vacancies. 
124 
125      (e) Appointment until the next election. As provided in Chapter 29A.24 RCW, each person
126        appointed to serve in the office of commissioner shall serve until a qualified person is
127        elected at the next election at which a member of the governing body normally would
128        be elected. The person elected shall take office immediately and serve the remainder of
129        the unexpired term. 
130 
131   7.  Outside boards and commissions. Commissioners may serve on external port-related
132      boards and commissions. No more than two commissioners shall serve on the same
133      external board or commission at the same time in order to avoid creating a quorum of
134      commissioners at the meetings of such a board or commission. The commission shall
135      consider the following factors when determining participation and length of service for
136      commissioners on external boards and commissions: 
137 

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138      (a) The membership and office-holding requirements of the external boards in question; 
139 
140      (b) The interests of individual commissioners in serving on various external boards; and 
141 
142      (c) Whether the port commission is adequately represented on the external boards and
143        commissions needed to effectively advocate for the interests of the Port of Seattle. 
144 
145   8.  All commissioners shall serve at least one, one-year term on the commission's audit
146      committee prior to the completion of their fourth year in office. The audit committee
147      participates directly in the oversight and review of the performance of the internal audit
148      director in accordance with policy directives related to Port of Seattle salaries and benefits.
149      In consultation with the audit committee, the audit committee chair shall contribute to the
150      chief financial officer's performance review of the internal audit director. 
151 
152   9.  Oversight and review of the executive director. As a body, the commission provides
153      oversight and review of the performance of the executive director in accordance with the
154      executive director's employment agreement. 
155 
156   10. Review of staff reporting to both the commission and the executive director (dual reports).
157      In addition to oversight of the executive director and direct reports of the office of the
158      commission, the commission as a body provides input to the executive director in executive
159      session regarding the performance of those employees who report directly to the executive
160      director. In particular, the commission as a body provides review of the general counsel and
161      public affairs senior director, who report dually to the commission and the executive
162      director. 
163 
164 
165   Article III  Officers 
166 
167   1.  All officers shall serve at the pleasure of the Port of Seattle Commission and shall carry out
168      the responsibilities described in these bylaws. Commission officers may be censured or
169      removed from office at any public meeting of the port commission legally convened in
170      accordance with applicable laws and these bylaws. The Code of Ethics for Port
171      Commissioners shall identify the procedures for addressing complaints of misconduct,
172      abuse of authority, and neglect of the duties of office by officers. If a majority of the
173      commissioners determine that an officer should be censured or removed from office, this
174      decision shall require a vote of the majority of commissioners as prescribed by applicable
175      law and these bylaws. 
176 
177   2.  Election. At the first meeting of each calendar year, the commission shall elect a vice 
178      president and secretary. The vice president shall succeed to the office of president in the
179      following calendar year at the expiration of his or her term as vice president. 
180 
181   3.  Term of office. An officer's term shall run from the date of election until the end of the
182      calendar year. 
183 

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184   4.  Commission officer vacancy. 
185 
186      (a) In the event that a commission officer resigns or is removed from the office of
187        president, vice president, or secretary, a commissioner may be selected to serve out the
188        officer's uncompleted term and shall so serve until the end of the calendar year. When
189        such vacancies arise, they may be filled at any regular or special meeting of the
190        commission. During the temporary absence of any commission officer, the officer next
191        in line shall assume the duties of the absent officer in an acting capacity in the following
192        order of succession, provided that this order of succession does not apply to meetings
193        of committees composed of fewer than a quorum of the port commission: 
194 
195      (b) In the physical absence of the president, the vice president temporarily shall assume
196        the duties of the president. 
197 
198      (c) In the physical absence of the vice president, the secretary temporarily shall assume the
199        duties of the vice president. 
200 
201      (d) In the physical absence of both the president and vice president, the secretary
202        temporarily shall assume the duties of the president. 
203 
204   5.  Duties of the president. 
205 
206      (a) Order and decorum. The president shall preside over all public meetings and executive
207        sessions of the Port of Seattle Commission and shall be responsible for maintaining
208        order and decorum in accordance with the provisions of these bylaws. 
209 
210      (b) Preliminary agenda. The president shall authorize the formation of the commission's
211        preliminary public meeting agenda and shall propose the agenda for commission
212        approval on the day of the meeting in the appropriate order of business. 
213 
214      (c) Notice of meetings. The president shall authorize the issuance of such legal notices of
215        public meetings as may be required by law and these bylaws. 
216 
217      (d) Oversight of the office of the commission. In consultation with the commission, the
218        president shall provide oversight and review of the performance of the commission
219        chief of staff. The commission chief of staff shall be responsible for the organization and
220        management of the office of the commission. The commission chief of staff shall
221        consult with the commission regarding the performance evaluation, hiring, and firing of
222        staff of the office of the commission. 
223 
224      (e) Oversight of staff reporting to both the commission and the executive director (dual
225        reports). On behalf of the commission and in concert with the executive director, the
226        president shall provide oversight to the general counsel and public affairs director, who
227        report dually to the commission and the executive director. The president shall serve as
228        the commission's primary point of contact to these positions. 
229 

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230      (f)  Commission spokesperson. The president shall be the spokesperson for the commission
231        in expressing views held collectively by the Port of Seattle Commission that have been
232        established by action taken in public session or that are consistent with the policies,
233        statements, and actions of the port commission. The president may delegate this role
234        on a case-by-case basis. The president shall make reasonable efforts to consult with
235        another commissioner prior to making public statements on behalf of the commission. 
236        When the president expresses his or her own individual opinions, he or she shall refrain
237        from using the title of commission president in such a context. 
238 
239      (g) Signature of instruments. On behalf of the commission, the president shall sign all
240        proclamations adopted in public session. The president shall execute all agreements
241        required in the normal course of fulfilling his or her duties. The president shall sign all
242        official correspondence and other instruments on behalf of the commission that are
243        consistent with the opinions or policy direction of the commission established by public
244        action. 
245 
246      (h) Other duties of the president. The president shall perform other duties incidental to the
247        office of the president, as established from time to time by the commission. 
248 
249   6.  Duties of the vice president. 
250 
251      (a) Succession to president. The vice president shall succeed to the office of president at
252        the expiration of his or her term as vice president. If he or she is unable to fill the office
253        of president at that time, the commission shall elect another commissioner to serve as
254        president. The motion to elect a president under these circumstances may be offered at
255        any regular or special meeting. 
256 
257      (b) Audit committee chair. The vice president shall serve as chair of the commission's audit
258        committee. The audit committee participates directly in the oversight and review of the
259        performance of the internal audit director in accordance with policy directives related
260        to Port of Seattle salaries and benefits. In consultation with the audit committee, the
261        vice president shall contribute to the chief financial officer's performance review of the
262        internal audit director. 
263 
264      (c) Other duties of the vice president. The vice president shall perform other duties
265        incidental to the office of the vice president, as established from time to time by the
266        commission. 
267 
268   7.  Duties of the secretary. 
269 
270      (a) The secretary shall oversee the proper recording of official actions of the Port of Seattle
271        Commission and shall oversee the distribution, retention, and disposition of such
272        records as described in these bylaws. To carry out this responsibility, the secretary shall
273        coordinate with a commission clerk. The secretary shall present minutes for approval to
274        the commission and shall attest to the authenticity of approved minutes by signature.
275        When the secretary is physically absent, the presiding officer shall so attest. 

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276 
277      (b) Other duties of the secretary. The secretary shall perform other duties incidental to the
278        office of the secretary, as established from time to time by the commission. 
279 
280   8.  Duties of the commission clerk. 
281 
282      (a) There shall be a staff position to perform the duties of a commission clerk. The
283        commission clerk shall be supervised by the commission chief of staff. The work of the
284        commission clerk shall support the secretary as the officer responsible for overseeing
285        the recording of actions of the Port of Seattle Commission. 
286 
287      (b) Legal notices. Subject to authorization of the president, as described in Section 5, the
288        commission clerk shall ensure the posting, distribution, retention, and disposition of
289        port commission public meeting notices as may be required by law and these bylaws.
290 
291      (c) Minutes. The commission clerk shall ensure the recording, distribution, retention, and
292        disposition of records of the official actions of the Port of Seattle Commission in
293        accordance with applicable law and best practices. 
294 
295      (d) Catalogs and indices. The commission clerk shall ensure the collection and cataloguing
296        of policy directives and governance-related resolutions of the Port of Seattle
297        Commission. He or she shall coordinate with the office of the port's executive director
298        to ensure that policies and procedures promulgated by the executive leadership of the
299        port are regularly reviewed for conformity with such policy directives. The commission
300        clerk shall maintain such indices of the records of the port commission as are
301        considered appropriate to accommodate the normal course of business. At a minimum,
302        the commission clerk shall maintain indices of actions of the port commission contained
303        in its minutes, and the subject matter of adopted resolutions, policy directives, and
304        other formal motions. 
305 
306      (e) Record holder. The commission clerk shall be the record holder and custodian of the
307        commission's approved minutes, adopted resolutions, proclamations, formal motions,
308        policy directives, and Delegation of Responsibility and Authority to the Executive Director
309        (General Delegation of Authority). The commission clerk also shall be the record holder of
310        certificates of election of port commissioners, commission transparency pledges, lists of
311        commissioner assignments to commission committees and external boards and
312        commissions, and secondary copies of commissioner oaths of office, which shall be
313        recorded with the King County recorder's office. 
314 
315      (f)  Port seal. The commission clerk shall be the custodian of the official Seal of the Port of
316        Seattle and shall affix its impression on official instruments whenever required. 
317 
318      (g) Administration of oaths. The commission clerk shall be the ordinary administrator of
319        the oath of office for newly elected port commissioners within the manner required
320        pursuant to RCW 29A.60.280, shall ensure the recording of such oaths with the King
321        County Recorder's Office, and shall provide other notarial services as required in the

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322        regular course of business. If the commission clerk is not available to administer the
323        oath of office during the time period required pursuant to RCW 29A.60.280 or other
324        law, another official authorized to administer oaths pursuant to Chapter 5.28 RCW may
325        administer the oath, a copy of which shall be provided to the commission clerk for
326        submission to the recorder's office. The provisions of this section are intended to
327        ensure compliance with legal requirements and do not preclude additional public oath-
328        of-office ceremonies. 
329 
330      (h) Notice of adjournment. When circumstances prevent assembly of a quorum of port
331        commissioners at the scheduled place or time, the commission clerk shall call the
332        scheduled meeting to order exclusively for the purpose of adjourning to another time
333        or location and shall ensure the posting of a notice of adjournment as described
334        elsewhere in these bylaws. 
335 
336      (i)  Public comment. When the public is invited to comment pursuant to the provisions of
337        law or these bylaws, the commission clerk shall assemble a list of speakers. 
338 
339      (j)  Roll-call votes. When a vote by roll call is required pursuant to the rules of order, the
340        commission clerk shall call the roll, announce the result to the presiding officer, and
341        record the votes so cast. The presiding officer shall announce the decision of the
342        commission on any motion. 
343 
344      (k) Parliamentarian. When questions of order arise, the commission clerk may advise the
345        presiding officer at the officer's discretion based on the commission's rules of order and
346        established parliamentary authority. 
347 
348      (l)  Other duties of the clerk. The commission clerk shall perform other duties consistent
349        with the responsibilities of a municipal clerk as may be required from time to time. 
350 
351      (m) Delegation of duties. The duties of the commission clerk may be performed on a
352        temporary basis by a deputy commission clerk or suitable delegate, as circumstances
353        require. 
354 
355 
356   Article IV  Meetings 
357 
358   1.  Public meetings. 
359 
360      (a) All meetings of a quorum of port commissioners shall be open to the public as required
361        by law and these bylaws; provided deliberations may be closed to the public pursuant
362        to the exemptions provided for explicitly in state law and in accordance with the
363        procedures required by statute and these bylaws. 
364 
365      (b) Record of proceedings. A record of all actions of the port commission taken during its
366        public meetings shall be kept by the commission clerk and shall be made available to
367        the public in the form of minutes approved by the port commission. When the

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368        commission has approved the minutes of a meeting, the minutes so approved shall
369        represent the sole, final, and considered determination of the commission as to the
370        actions contained therein, superseding all statements made by commissioners at the
371        meeting. Unless prevented by extenuating circumstances, regular meetings shall, and
372        special meetings may, be recorded electronically. 
373 
374   2.  Quorum. A majority of the persons holding the office of port commissioner at any time
375      shall constitute a quorum of the port commission for the transaction of business. No
376      business of the port commission shall be transacted unless there are in office at least a
377      majority of the full number of commissioners fixed by law. No action defined by statute as
378      the transaction of the official business of a public agency shall occur in the absence of a
379      quorum. In the absence of a quorum, individual commissioners may participate in
380      informational presentations. Such presentations are not deliberations of the Port of Seattle
381      Commission, and comments made by individual commissioners in the absence of a quorum
382      are advisory only and are not binding on the executive director or staff of the Port of
383      Seattle in the same manner as are actions or decisions of the port commission. In the event
384      a public meeting is interrupted by the loss of a quorum of commissioners, the presiding
385      officer shall announce that the commission meeting has been adjourned or recessed due to
386      the absence of a quorum before continuing with further informational presentations. 
387 
388   3.  Absences. 
389 
390      (a) The failure of a port commissioner to attend port commission meetings for a period of 60
391        days, unless excused by the commission, shall constitute a vacancy in office as described
392        in RCW 53.12.140. If a port commissioner is absent from port commission meetings in
393        order to attend to other port business, such absences shall be deemed excused. Absences
394        shall be noted in the meeting minutes as either "excused" or "absent." 
395 
396      (b) Remote participation. Commissioners shall attend public meetings of the Port of Seattle
397        Commission in person unless prevented from doing so by extenuating circumstances.
398        Commissioners who are unable to attend in person may participate in meeting
399        deliberations electronically or by telephone, provided the commissioner can interact in
400        the deliberations and can be heard by the other commissioners and others attending
401        the meeting. Commissioners participating in a meeting remotely shall be counted for
402        purposes of establishing a quorum and shall vote on all matters put for a decision
403        during the meeting. Except in cases of special meetings called to deal with an
404        emergency involving injury or damage to persons or property or the likelihood of such
405        injury or damage as described in RCW 42.30.080, at least one commissioner shall be
406        physically present to preside over a public meeting when other commissioners are
407        participating electronically or by telephone. 
408 
409   4.  Regular meetings. 
410 
411      (a) Date, place, and time. Regular meetings of the Port of Seattle Commission shall be held
412        on the second and fourth Tuesdays of every month except December. In December,
413        regular meetings shall be held on the second and third Tuesdays. The meeting held on

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414        the second Tuesday of the month shall be held at port headquarters at Pier 69, 2711
415        Alaskan Way, Seattle, Washington. When a regular meeting is held on the fourth
416        Tuesday of the month, it shall be held at the conference center at Seattle-Tacoma
417        International Airport, 17801 International Boulevard, Seattle, Washington. The meeting
418        held on the third Tuesday of December shall be held at the conference center at
419        Seattle-Tacoma  International  Airport,  17801  International  Boulevard,  Seattle,
420        Washington. Regular public meetings shall be convened at 12:00 noon. When an
421        executive session is to be held, the regular meeting may convene at 11:00 a.m. and
422        shall immediately recess to an executive session that shall be closed to the public, after
423        which the public session shall reconvene at 12:00 noon. When a regular meeting falls on
424        a holiday, such regular meeting shall be rescheduled as soon as possible thereafter.
425        Regular public meetings held pursuant to the schedule described in this section shall
426        not require additional publication of notice; however, notice similar to that provided for
427        special meetings may be provided for regular meetings. 
428 
429      (b) Cancellation. Regular or special meetings may be cancelled by authorization of the
430        president or by written request of a majority of the membership of the commission. Such
431        a request shall be provided to the president and the commission clerk at least 25 hours in
432        advance of the scheduled convening time of the meeting to be cancelled. The
433        commission clerk shall issue notice of such cancellations no later than 24 hours in
434        advance of the scheduled convening time pursuant to the same procedures required for
435        notice of special meetings. Meetings requiring cancellation less than 24 hours in advance
436        of the scheduled convening time due to extenuating circumstances shall be convened at
437        the scheduled time and immediately adjourned as otherwise provided for in this section. 
438 
439   5.  Order of business for regular meetings. 
440 
441      (a) The order of business for regular meetings shall be as follows, subject to the conditions
442        specified in this section: 
443 
444        Call to Order 
445        Executive Session 
446        Approval of the Agenda 
447        Executive Director's Report 
448        Public Comment 
449        Unanimous Consent Calendar 
450        Special Orders 
451        Authorizations and Final Actions 
452        Presentations, Reports, and Staff Briefings 
453        Questions on Referral to Committee 
454        Adjournment 
455 
456      (b) Call to order. At the time specified by notice or these bylaws, the presiding officer shall
457        call the meeting to order, announce the date, location, and convening time, and
458        announce the presence of those commissioners constituting a quorum. When using the
459        regular order of business, upon establishing a quorum, the presiding officer shall

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460        announce any absences and shall lead the commissioners and public assembled in
461        reciting the Pledge of Allegiance to the Flag before continuing with other public business. 
462 
463      (c) Executive session. An executive session closed to the public may be held as described
464        elsewhere in these bylaws for the purposes permitted by state law. When an executive
465        session is held prior to transacting public business pursuant to the procedures in these
466        bylaws, the commission shall reconvene in public session and may again recess into
467        executive session as provided for by law. 
468 
469      (d) Approval of the agenda. Following convening of the public session of a meeting using
470        the regular order of business, the presiding officer shall call for approval of the day's
471        agenda by putting the question for the revision of the proposed agenda. If any
472        commissioner objects to the day's agenda, the commissioner shall offer an amendment
473        to add to, remove from, or reorder items on the preliminary agenda. If there are no
474        amendments offered for the day's agenda, the proposed agenda shall be deemed
475        approved without objection. Any commissioner present at the time of approval of the
476        agenda may remove an item from the consent calendar for separate consideration and
477        vote. Removal of an item from the consent calendar by a commissioner shall not
478        require a vote of the other commissioners attending the meeting unless the proposal is
479        to remove the item from the day's agenda altogether. Any other amendments to the
480        agenda shall be decided in the order moved and shall require a second to be
481        considered. The approved agenda, including any successful amendments, shall
482        constitute the specific order of the day. Upon approval of the agenda, proposed
483        motions requesting commission approval or authorization on the agenda shall be
484        considered filed with the commission clerk, in the possession of the commission, and
485        shall not be withdrawn or amended except by a vote of a majority of the membership.
486        Further changes to the approved agenda may be made later in the meeting and shall
487        require a two-thirds vote for consideration. Final actions shall not be added to the
488        agendas of special meetings at the time of approval of the agenda. 
489 
490      (e) Executive director's report. The executive director may make a brief report and
491        announcements to the commission on matters relevant to commission deliberations
492        prior to consideration of the orders of the day. 
493 
494      (f)  Public comment. The commission may accept public comment at a regular or special
495        meeting and shall accept public testimony during public hearings and at other times as
496        required by law. Submission of written comment to the commission shall be
497        encouraged. 
498 
499      (g) Unanimous consent calendar. Items on the consent calendar shall include routine
500        matters and actions considered by the president to have general consensus of all
501        commissioners, including approval of the minutes of prior meetings available for
502        commission approval. Resolutions may be included on the consent calendar for final
503        adoption if they are routine and considered by the president to have general consensus
504        of all commissioners, have already been introduced on a prior day, and do not require a
505        public hearing or amendment. Items on the consent calendar shall not be subject to

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506        discussion or debate and shall be decided by a single vote. Any commissioner present at
507        the time of consideration of approval of the agenda may request removal of an item
508        from the unanimous consent calendar for separate consideration and vote. Items
509        removed from the consent calendar for separate consideration and vote shall become
510        special orders for the day and shall be taken up following those items previously
511        scheduled for consideration as special orders. 
512 
513      (h) Special orders. Special orders of business are items designated to be considered at a
514        particular time in the orders of the day. Special orders of business shall be listed on the
515        day's agenda and may include presentations or recognitions of a ceremonial nature,
516        stakeholder engagement sessions, policy roundtables, public hearings, or any actions
517        the commission chooses to take up at a special time on its agenda. 
518 
519      (i)  Authorizations and final actions. Requested authorizations and other final actions
520        requiring a decision by the commission shall be listed on the day's agenda and shall be
521        considered in their regular order. Authorizations and final actions laid on the table may
522        be taken from the table by a vote of a majority of the membership during the same 
523        session or shall become special orders of business at the next regular meeting of the
524        commission or at the meeting specified in the motion to lay on the table. 
525 
526      (j)  Presentations, reports, and staff briefings. Presentations not requiring immediate final
527        action shall be considered during the order of presentations, reports, and staff
528        briefings. Final action may be taken on such matters by a majority vote of the
529        membership only when all commissioners are present to participate or participating
530        remotely in the meeting. 
531 
532      (k) Questions  on  referral  to  committee.  Matters  referred  to  committees  for
533        recommendation in advance of public consideration by the commission may be
534        discharged from committee pursuant to the provisions of Article V. 
535 
536      (l)  Adjournment. Provided there is no further scheduled business to transact, the
537        commission shall adjourn without the need for a motion for adjournment. 
538 
539   6.  Special meetings. 
540 
541      (a) Any meeting held at a time or location other than as described for a regular meeting
542        pursuant to these bylaws constitutes a special meeting of the Port of Seattle
543        Commission. Special meetings may be called at any time by the president or a majority
544        of the membership of port commissioners, provided notice is issued by the commission
545        clerk in the manner prescribed by law not later than 24 hours in advance of the
546        convening time of a special meeting. The date, time, and location for convening such
547        meetings shall be described in the notice for the special meeting as required pursuant
548        to Chapter 42.30 RCW. The call for a special meeting shall include a description of the
549        business to be transacted during the special meeting and final action shall not be taken
550        on any other matter at such meeting. A special meeting may follow the order of
551        business prescribed for a regular meeting. 

Page 12 of 23

552      (b) Waiver of notice. Written notice issued at least 24 hours in advance of convening a
553        special meeting shall not be required when a special meeting is called to deal with an
554        emergency involving injury or damage to persons or property as described in
555        RCW 42.30.080. The requirement to issue written notice at least 24 hours in advance of
556        convening a special meeting may be dispensed with in the case of any commissioner
557        who files with the commission clerk a written waiver of notice prior to the convening of
558        such meeting. Such written notice may also be dispensed with as to any commissioner
559        who is actually present at the time of convening the special meeting. The written waiver
560        of notice shall include the commissioner's signature or similar authentication and shall
561        state the date, time, location, and description of the business to be transacted at the
562        special meeting. The commission clerk shall provide forms for executing notice waivers. 
563 
564      (c) Notice waiver not submitted. Special meetings called with less than 24 hours' written
565        notice shall comply with all requirements of law and these bylaws. Special meetings
566        called to deal with an emergency involving injury or damage to persons or property as
567        described in RCW 42.30.080 do not require 24 hours' written notice. When any other
568        special meeting is called with less than 24 hours' notice, written notice shall be posted
569        as far ahead of convening the meeting as practicable. In such a case, if any
570        commissioner has not filed a written waiver of notice as prescribed in this section, and
571        such commissioner is not present when the special meeting convenes, the special
572        meeting shall immediately adjourn to a time that is at least 24 hours after the actual
573        time of posting the written notice for the meeting. The procedures for adjourning a
574        special meeting are described further in Section 7 below. 
575 
576      (d) Special meetings called by a quorum of commissioners. When a majority of the
577        membership of the commission calls a special meeting, the commissioners calling the
578        meeting shall notify the president and commission clerk in writing of their intention to
579        convene the special meeting. The written request shall indicate the place and time for
580        convening the special meeting and a description of the business to be transacted. This
581        information shall be included in the notice for the special meeting pursuant to the
582        notice requirements of law and these bylaws. Final action shall not be taken on any
583        other matter at such meeting. Such a written notification to call a special meeting by a
584        majority of the membership of the commission shall be delivered to the commission
585        clerk at least 25 hours prior to the convening time of such a special meeting. No special
586        meeting called pursuant to the procedures in these bylaws shall commence earlier than
587        24 hours after the time of posting of the required meeting notice. 
588 
589      (e) Special meetings; community engagement. At least twice every year, the commission
590        shall hold special meetings for the purpose of engaging the public in the consideration
591        of matters relevant to the work of the Port of Seattle. The meeting locations, times, and
592        agendas shall be  appropriate to the intended participants and shall comply with
593        applicable law and these bylaws. 
594 
595   7.  Adjournment or continuation of a public meeting. Regular and special meetings may be
596      adjourned or continued pursuant to the notice requirements of Chapter 42.30 RCW. When
597      a meeting is so adjourned and provided members of the public are present at the time of

Page 13 of 23

598      the adjournment or continuation, the presiding officer or the commission clerk shall
599      announce the place and time to which the meeting is to be adjourned or continued. An
600      order of adjournment shall be posted on or near the door of the room where the meeting
601      was adjourned or continued immediately following the announcement of adjournment or
602      continuation. If no members of the public are present at the time the meeting is adjourned
603      or continued, the announcement may be dispensed with and a copy of the order shall be
604      posted as described here. 
605 
606   8.  Executive sessions. 
607 
608      (a) Executive sessions shall be closed to the public pursuant to the limitations imposed by
609        state law, including but not limited to the Open Public Meetings Act, Chapter 42.30
610        RCW. No final actions shall be taken during an executive session. Executive sessions
611        may be held only during a regular or special meeting of the port commission and may
612        be held at any time following convening of the public meeting in accordance with the
613        procedures required by statute and described in these bylaws. 
614 
615      (b) Recording of executive sessions. Executive sessions shall be recorded electronically, and
616        the general counsel shall be the record holder of the original recordings. Executive
617        sessions held for the purpose of discussing evaluation of qualifications for public
618        employment or review of the performance of a public employee as described in RCW
619        42.30.110(1)(g) shall be exempt from the recording requirements of this section.
620        Executive sessions held to discuss other matters authorized by RCW 42.30.110 may be
621        made exempt from recording by a motion decided in public session prior to convening
622        the executive session. The extent to which the executive session or parts thereof shall
623        be exempt from recording shall be stated in the motion to exempt from recording.
624        Outside counsel annually shall monitor the commission's compliance with Chapter
625        42.30 RCW  the Open Public Meetings Act  and other laws by reviewing recordings of
626        commission executive sessions on a representative sampling basis. 
627 
628      (c) Recessing to executive session; public present. The following procedure shall apply
629        when an executive session is conducted prior to transacting the other business of a
630        regular or special meeting and when the public is present in the scheduled location of
631        the public meeting. A quorum of port commissioners shall assemble at the location of
632        the executive session. Once the required quorum is present and the published time for 
633        convening the regular or special meeting has arrived, the presiding officer and the 
634        commission clerk shall meet in the scheduled location of the public meeting and the
635        presiding officer shall call the meeting to order. If the required quorum of
636        commissioners is present at the location of the executive session but not immediately
637        present in the scheduled location of the public meeting, the presider shall announce
638        that such a quorum is present. The presiding officer shall announce the number of
639        topics to be discussed in executive session and identify them sufficiently to establish
640        their legal exemption from public deliberation. The announcement shall provide an
641        estimate of the time at which the public session will reconvene, and the public meeting
642        will then immediately stand in recess. The time announced for reconvening the special
643        or regular meeting shall not be earlier than the time otherwise published for

Page 14 of 23

644        commencement of the public session of such a regular or special meeting in accordance
645        with the notice requirements of Chapter 42.30 RCW. 
646 
647      (d) Recessing to executive session; public not present. The following procedure shall apply
648        when an executive session is conducted prior to transacting the other business of a
649        regular or special meeting and when the public is not present in the scheduled location
650        of the public meeting. A quorum of port commissioners shall assemble at the location
651        of the executive session. Once the required quorum is present and the published time
652        for convening the regular or special meeting has arrived, the commission clerk shall
653        notify the presiding officer that there are no members of the public assembled in the
654        scheduled location of the public meeting, and the announcement procedures of
655        subsection (c) above may be dispensed with. Under these circumstances, a notice listing
656        the matters to be discussed in executive session and noting the applicable legal
657        exemptions from public deliberation shall be posted on or near the door of the
658        scheduled location of the public meeting. This notice shall include the time previously
659        published for reconvening of the public session of the regular or special meeting as
660        required under Chapter 42.30 RCW. 
661 
662      (e) Extension of executive session. The following procedure shall apply when an executive
663        session is conducted prior to transacting other public business of a regular or special
664        meeting and the length of the executive session requires extension by more than five
665        minutes. The presiding officer shall return to the public meeting room and announce, or
666        may designate the commission clerk to announce, the extension of the executive
667        session pursuant to the requirements of Chapter 42.30 RCW. The announcement of
668        extension shall include a revised time for reconvening the public session, and a quorum
669        of commissioners shall not reconvene the public session at a time earlier than so
670        announced. When an executive session is so extended, a revised notice listing the
671        updated time for reconvening the public session, the matters to be discussed in
672        executive session, and the applicable legal exemptions from public deliberation shall be
673        posted on or near the door of the scheduled location of the public meeting. 
674 
675 
676   Article V  Committees 
677 
678   1.  The commission may at any time establish such standing or special committees as it deems
679      necessary for the transaction of business. Except as otherwise prescribed in these bylaws,
680      the composition and leadership of committees shall be determined by the president. To
681      ensure compliance with Chapter 42.30 RCW and other applicable law related to open public
682      meetings, committees shall include not more than two commissioners and the presence of
683      both commissioners shall be required to establish a quorum for the purpose of conducting
684      the committee's business. Additional committee members may be appointed from among
685      port staff, public stakeholders, or subject matter experts, as appropriate to the scope of the
686      work of the particular committee. Non-commissioners on a committee shall not be counted
687      for purposes of establishing a quorum and shall not vote on any question put to the
688      committee. 
689 

Page 15 of 23

690   2.  Charter required. Every committee of the port commission shall be established by adoption
691      of a charter that shall include the following information: 
692 
693      (a) The name of the committee; 
694 
695      (b) Whether meetings of the committee shall be open to the public; 
696 
697      (c) If applicable, a schedule of regular committee meetings; 
698 
699      (d) The scope of the committee's work; 
700 
701      (e) The extent to which the committee is legally authorized to act on behalf of the
702        commission; 
703 
704      (f)  Whether the committee is authorized to hold public hearings or other public
705        engagement activities; 
706 
707      (g) The duration of the committee's work; and 
708 
709      (h) Specific outcomes or recommendations expected of the committee in the conduct of its
710        business. 
711 
712   3.  Committee membership. As noted elsewhere in these bylaws, commissioners shall serve on
713      or chair standing of special committees of the port commission and on external boards and
714      commissions.  Committee and external board and commission assignments shall be
715      completed by the end of January each year.  When there is not consensus among
716      commissioners, the president shall make the appointment. Assignments to committees of
717      the port commission and external boards and commissions may change during the year,
718      and the commission clerk shall maintain an updated list, noting the dates and the nature of
719      any revisions. Changes to such assignments shall be made only after consulting the
720      commissioners affected, and the president shall provide the commission clerk with written
721      notice of any changes. 
722 
723   4.  Standing committees. The charter for a standing committee shall be adopted by resolution,
724      and such resolution shall add such committee to the list of standing committees included in
725      these bylaws. Standing committees shall conduct their business in meetings open to the
726      public with notice provided pursuant to Chapter 42.30 RCW and the notice requirements of
727      these bylaws. The standing committees of the Port of Seattle Commission are the following: 
728 
729      (a) Audit Committee 
730 
731   5.  Special committees. Special committees are those committees established at any time by
732      the commission which have a limited purview and limited duration of existence. The
733      charter of a special committee shall be adopted by a formal written motion and shall
734      include the classes of information specified for inclusion in any committee charter as
735      described in these bylaws. A special committee legally empowered to act on behalf of the

Page 16 of 23

736      commission, conduct hearings, or take testimony or public comment shall conduct its
737      business in meetings duly noticed and open to the public. Special committees need not
738      meet in public session when their membership is less than a quorum of commissioners and
739      they are not legally authorized to act on behalf of the commission as described above. 
740 
741   6.  Referral to committee. Topics that involve establishment or revision of policy directives or
742      governance structures shall be referred to a committee of appropriate purview for
743      recommendations on action by the commission. Other matters may be referred to
744      appropriate committees at the discretion of the commission by public action. If there is no
745      standing or special committee of appropriate purview constituted for the particular matter,
746      one shall be constituted by a charter adopted pursuant to the requirements of these
747      bylaws. Such committee referral shall be made by the president, or may be ordered by the
748      commission by public action. Notwithstanding the timeline set in the committee's charter
749      for consideration and recommendation to the commission, the commission may, by a vote
750      of a majority of its membership, discharge a committee from further consideration of a
751      particular matter. The motion to so discharge shall refer the matter to a different
752      committee or place it on the agenda for commission consideration at an appropriate time. 
753 
754   7.  Attendance at committees by additional commissioners. Because the presence of three or
755      more commissioners at any meeting results in the assembly of a quorum of the port
756      commission, commissioners shall refrain from attending committees to which they are not
757      assigned. When circumstances compel attendance of more than two commissioners at a
758      meeting of a standing or select committee, the additional commissioner(s) planning to
759      attend shall notify the commission clerk in writing of their intention to attend the meeting.
760      Notice to the commission clerk shall be provided at least 25 hours in advance of the time
761      set for convening the meeting. The commission clerk shall provide public notice of the
762      committee meeting where a quorum of commissioners will be present pursuant to the
763      requirements of law and these bylaws. 
764 
765   8.  Record of committee proceedings and recommendations. Standing and special
766      committees shall keep records of actions taken and assigned during their deliberations
767      and of final recommendations made to the commission. These records shall be prepared
768      by the committee's staff coordinator and shall be authenticated by the signature of the
769      committee chair. The commission clerk shall be the record holder for these records and
770      shall make them available for public review. Final recommendations of standing or special
771      committees shall be placed on the agenda of a commission public meeting as soon as
772      practicable and may be discussed by the commission in public session. Unless prevented
773      from doing so by extenuating circumstances, standing committees shall record their
774      deliberations electronically. 
775 
776 
777   Article VI  Rules of Order 
778 
779   1.  Parliamentary authority. The rules contained in the current edition of Robert's Rules of
780      Order Newly Revised shall govern the commission in all cases to which they are applicable

Page 17 of 23

781      and in which they are not inconsistent with these bylaws and any special rules of order the
782      commission may adopt. 
783 
784   2.  Voting. 
785 
786      (a) It shall be the responsibility of each commissioner to vote on all questions put for
787        action. Commissioners may abstain for any stated reason and shall recuse themselves
788        when appropriate to do so because of the potential of a conflict of interest or because 
789        of an actual conflict of interest. Commissioners shall announce their reasons for
790        abstaining or recusing themselves from consideration of a matter pursuant to the
791        requirements of these bylaws. Abstentions are neither "yeas" nor "nays" and shall not
792        be counted as part of the vote of the commission. Commissioners who abstain from the
793        consideration of a matter because of the potential of a conflict of interest or because of
794        an actual conflict of interest shall be subject to rules pertaining to recusal described in
795        Article II, Section 5. 
796 
797      (b) Motion required. The commission shall transact its business only by motion made by
798        any commissioner, including the presiding officer, participating in a public meeting.
799        Motions shall be decided by the vote prescribed by law or these bylaws. The decision of
800        the commission shall be announced by the presiding officer. Only actions in the form of
801        a motion adopted by the required vote shall be binding on the executive director and
802        staff of the Port of Seattle as actions or decisions of the port commission. 
803 
804      (c) Motions to be seconded. Motions shall require a second to be considered, unless
805        exempt from the need for a second by the adopted parliamentary authority or the
806        provisions of these bylaws. 
807 
808      (d) Majority vote. In all cases where a majority vote is required for passage of any question,
809        it shall require an affirmative vote of a majority of the commission's membership to
810        pass. 
811 
812      (e) Voting procedure. A vote by voice shall be sufficient for the passage of any matter,
813        provided any commissioner may call for a vote by roll call as described in Article III,
814        Section 8. Votes shall be indicated by "yea" for approval or "nay" for objection. 
815 
816      (f)  Unanimous consent. The commission may act by unanimous consent it is the presiding
817        officer's opinion that there is general approval for it among commissioners. In such
818        cases "yeas" and "nays" need not be called for, provided the presider calls for
819        objections and no objections are voiced. Actions taken by unanimous consent are
820        decisions of the commission. The outcome of an action taken by unanimous consent
821        shall be announced by the presider and shall be recorded in the minutes as taken
822        "without objection." A single objection to action by unanimous consent shall put the
823        question to a voice vote, or, if requested by any commissioner, a roll-call vote. 
824 
825   3.  Excusing absences. Those commissioners announced by the presider as excused shall be
826      deemed excused by unanimous consent of the commissioners present provided there is no

Page 18 of 23

827      objection. Upon receipt of an objection to a commissioner's status as excused or absent, the
828      presider may correct his or her previous announcement. If there is a further objection or if
829      there is any confusion as to the subject commissioner's status as excused or absent, the
830      presider shall put the question for approval to record the subject commissioner as excused. 
831 
832   4.  Amendment of questions. Once a motion has been made or a requested action filed by
833      virtue of its inclusion on an approved agenda, it shall be modified only by amendment. Any
834      commissioner, including the presiding officer, may offer an amendment to a question that
835      is subject to amendment. Amendments other than simple amendments to procedural
836      motions shall be offered in writing and their content repeated by the presiding officer prior
837      to taking a vote on the amendment as a subsidiary question. Amendments filed in writing
838      with the commission clerk at least 24 hours prior to the convening of the public meeting
839      during which they are intended to be offered shall require a majority vote of the
840      membership for passage. Amendments offered less than 24 hours prior to the convening of
841      the public meeting during which they are intended to be offered shall require a vote of
842      two-thirds of the membership for passage. Amendments shall be subject to a vote for
843      adoption. An amendment may be adopted by unanimous consent pursuant to the voting
844      procedures of these bylaws provided the amendment is submitted in writing. Amendments
845      adopted by unanimous consent shall be recorded in the minutes as adopted "without
846      objection." Amendments are subsidiary questions and shall be considered after acceptance
847      of a motion and second on the main question to which they are attached and shall be
848      decided before the vote on the main question. 
849 
850   5.  Resolutions. 
851 
852      (a) The port commission shall take action by resolution for actions that are required by law
853        to be in resolution form; that repeal or amend actions previously taken by resolution;
854        that establish or revise policy directives or governance structures; or that are actions of
855        a legislative character, as defined by law and below. 
856 
857      (b) Form of resolutions. Resolutions shall be consecutively numbered and shall include the
858        following components: 
859 
860        (i)  A  title representative of the resolution's intent with reference to all prior 
861           resolutions amended or repealed; 
862        (ii) A preamble of "whereas" clauses stating the rationale for the action to be taken; 
863        (iii) A "resolved" clause organized into sections as needed and asserting the proposed
864           action; and 
865        (iv) A section indicating the date of public adoption with places to affix signatures and
866           the impression of the port seal. 
867 
868        The commission clerk shall maintain a form for drafting of resolutions as approved for
869        use by legal counsel. 
870 
871      (c) Matters of a legislative character. For the purposes of this section, "actions of a
872        legislative character" shall include interagency agreements requiring the corresponding

Page 19 of 23

873        governmental entity to adopt the interagency agreement by ordinance or take similar
874        legislative action. 
875 
876      (d) A resolution shall be introduced and adopted by separate votes on the introduction of
877        the resolution and the adoption of the resolution. No resolution shall be adopted on the
878        same day upon which it is introduced, except by unanimous consent of all
879        commissioners as described in these bylaws. Once a motion for introduction of a
880        resolution has been made or a resolution has been filed by its inclusion on an approved
881        agenda, it shall be modified only by amendment. Commissioners may give their consent
882        to adopt a resolution on the same day it is introduced in person at the meeting during
883        which final passage of the resolution is sought or, in the case of commissioners absent
884        from such meeting, by advance written consent. Written consent for a vote on final
885        passage of a resolution at the same meeting as its first introduction shall include the
886        resolution number or series of numbers, a brief description of the resolution(s), the
887        date of the meeting for which such consent is given, and the name and signature or
888        similar authentication of the commissioner giving consent. Such written consent shall
889        be included in the record of the meeting for which the written consent concerning the
890        resolution(s) is granted. 
891 
892      (e) The commission clerk shall provide a form for the giving of consent to adoption of a
893        resolution on the same day it is introduced. 
894 
895      (f)  The commission clerk shall maintain records of adopted resolutions as described in
896        these bylaws. 
897 
898   6.  Written motions. Motions that are not procedural in nature shall be submitted in writing for
899      consideration by the commission. Written motions shall include action requests submitted in
900      a commission agenda memorandum and attached to an approved agenda; ceremonial
901      proclamations as described in Section 8 of this article; and amendments to main questions
902      documented on forms provided for that purpose. The commission clerk shall keep a record of
903      adopted formal motions of the Port of Seattle Commission, which shall be sequentially
904      numbered; shall include a brief title and text of the motion and may include a statement in
905      support of the motion; and shall be indexed and made available for public review. 
906 
907   7.  Proclamations. The commission may from time to time take actions of a ceremonial nature
908      by proclamation. Adopted proclamations shall be signed by the commission president and
909      shall have the port seal affixed. 
910 
911   8.  Limitation on debate. As a board of less than twelve members, the Port of Seattle
912      Commission may allow any commissioner to speak multiple times on any subject under
913      consideration. Before a commissioner speaks twice on the same subject, the other
914      commissioners shall have an opportunity to speak on that subject in turn. A motion to limit
915      debate may be made. The motion shall stipulate the amount of time to which
916      commissioner comment will be limited and requires a two-thirds vote for passage. 
917 

Page 20 of 23

918   9.  Order and decorum. The presiding officer shall be responsible for maintaining order and
919      decorum during public meetings. Commissioners shall address motions and procedural
920      inquiries to the presiding officer and may address staff and guest presenters directly during
921      consideration of a particular matter, provided they have been recognized by the presider.
922      All persons speaking during consideration of any matter, including commissioners, staff,
923      and members of the public, shall limit remarks to the matter at hand, avoiding 
924      personalities, vulgarity, insults, inflammatory language, and other comments not germane
925      to the discussion of the matter at hand. During a public meeting or hearing, commissioners
926      shall refrain from engaging in dialog with speakers offering public comment, but may
927      request further information or consultation from the presiding officer or appropriate staff
928      representative on a topic raised during comment. 
929 
930   10. Rules governing public comment. 
931 
932      (a) Persons wishing to address the commission shall sign up to comment on lists provided
933        by the commission clerk and shall identify the specific agenda item or subject to be
934        addressed. Recorded comment and the identity of speakers shall be public records
935        subject to the disclosure requirements of Chapter 42.56 RCW. The names of speakers
936        shall be recorded in the minutes of the public meeting. 
937 
938      (b) The time allotted for public oral comment shall be limited to a total of 45 minutes,
939        unless extended at the commission's discretion. The presiding officer may limit the time
940        allotted to each person, may limit the number of persons speaking on any topic, may
941        limit the time allotted to any topic, may limit oral comment to those with new
942        information to present, or may otherwise limit oral comment in the interest of order
943        and decorum, subject to the will of the commission. 
944 
945      (c) Testimony related to a public hearing shall be heard during the corresponding public
946        hearing, which shall be listed on the day's agenda. The commission may accept further
947        oral public comment at other times on the agenda as deemed appropriate by consent
948        of a majority of the membership. 
949 
950      (d) Persons providing oral public comment shall approach the podium or testimony table
951        when recognized by the presiding officer and shall use the microphones provided. Each
952        speaker shall repeat his or her name for the record, shall identify the agenda item or
953        subject to be addressed, and shall address remarks to the commission as a body.
954 
955      (e) Disruptions of commission public meetings are prohibited. Disruptions include but are
956        not limited to the following: 
957 
958        (i)  Refusal of a speaker to comply with the allotted time set for the individual speaker's
959           public comment; 
960        (ii)  Outbursts from members of the public who have not been recognized by the
961           presiding officer for public comment; 
962       (iii)  Delaying the orderly conduct or progress of the public comment period, including
963           interfering with the testimony of others; 

Page 21 of 23

964       (iv)  Directing remarks to the audience; 
965        (v)  Holding or placing of a banner or sign in the commission meeting room in a way that
966           endangers others or obstructs the free flow of persons attending the commission
967           meeting; 
968       (vi)  Leaving the podium or testimony table to physically approach commissioners or
969           staff during one's public comment, provided that speakers may offer written
970           materials to the commission clerk for distribution before, during, or after their
971           testimony to commissioners and may approach the commission clerk to ask
972           questions or for direction; 
973       (vii)  Any behavior that disrupts, disturbs, or otherwise impedes attendance at a
974           commission public meeting. 
975 
976      (f)  If a meeting is interrupted by a disruption as described in these bylaws so as to render
977        the orderly conduct of the meeting not feasible, the presiding officer, at the discretion
978        of the commission, may recess the meeting or adjourn the meeting to another location
979        pursuant to the provisions of Article IV, Section 7, of these bylaws and may order the
980        meeting room cleared. If a meeting is adjourned due to a disruption, commissioners
981        and staff shall leave the meeting room until the meeting is reconvened. 
982 
983   11. Questions for which objection requires offering of an amendment. As noted in these
984      bylaws, the following are motions that are normally decided by unanimous consent and
985      which require that objection be accompanied by the offering of an amendment to the main
986      question: 
987 
988      (a) Approval of the agenda. The form for the question for approval of the agenda shall be
989        put as a call for revisions to the preliminary agenda as proposed, followed by a brief
990        pause. Objection shall take the form of an amendment to add to, remove from, or
991        reorder items on the preliminary agenda. 
992 
993      (b) Excusing absences. The form for excusing absences shall be put as an announcement of
994        those present, absent, and excused, followed by a brief pause. Objection shall take the
995        form of an amendment to the presiding officer's announcement. If a vote is taken on
996        whether to record a commissioner as either excused or absent, the question shall be
997        put as a request to show the commissioner "excused." 
998 
999      (c) Approval of the minutes. Minutes typically shall be included on the unanimous consent
1000        calendar. When removed from the consent calendar for separate consideration, the
1001        question shall be on approval of the minutes as proposed and circulated to
1002        commissioners in advance. Objection shall take the form of the offering of an
1003        amendment to correct the record contained in the minutes as proposed. All
1004        commissioners present at the time of the vote to approve the minutes and any
1005        amendments offered to the proposed minutes shall vote on the question put,
1006        regardless of their presence or absence from the meeting for which the subject minutes
1007        have been prepared. 
1008 

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1009   12. Questions requiring unanimous consent of all commissioners. As noted elsewhere in these
1010     bylaws, the following motions require unanimous consent of the membership, whether
1011     present or absent, and an objection has the effect of defeating the question: 
1012 
1013     (a) Motion to allow adoption of a resolution on the same day it is introduced, as described
1014        in Article VI, Section 6. 
1015 
1016   13. The waiver of any rule contained in these bylaws shall require either an affirmative vote of
1017     two-thirds of those voting or the vote explicitly stipulated in these bylaws, whichever is
1018     more restrictive. 
1019 
1020 
1021   Article VII  Amendment of Bylaws 
1022 
1023   1.  Amendment by resolution. These bylaws may be amended by the commission at any
1024     regular or special meeting by resolution duly adopted. 
1025 
1026   2.  Publication. The commission clerk shall revise the bylaws to reflect amendments made
1027     from time to time, shall record a history of revisions to the bylaws, shall make the bylaws
1028     available for public review, and shall maintain an index to the content of the bylaws. 
1029 
1030   3.  At least once every three years, the commission shall refer the bylaws to an appropriate
1031     committee for review and recommendation as to any needed revisions. 










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