P.O. Box 1209 
Seattle, Washington 98111 
www.portseattle.org; 206.787.3000 
APPROVED MINUTES 
AUDIT COMMITTEE SPECIAL MEETING 
SEPTEMBER 9, 2021* 
The Port of Seattle Commission Audit Committee met in a special meeting Thursday, September 9, 2021. 
The meeting was held remotely in accordance with Senate Concurrent Resolution 8402 and Governor
Inslee's Proclamation 20-28. Committee  members  present  included  Commissioner  Cho (arrived at
2:56 p.m.), Commissioner Bowman (exited at 2:5 6 p.m.), and Christin a Gehrke. Alternate Member
Commissioner Ryan Calkins was also present.
1.    Call to Order: 
The committee special meeting was called to orde r at 2:30 p.m. by Co mmissioner Bowman.  Without
objection, Item No. 8, TNC (Lyft, Inc. & Rasier, LLC), was moved to the first item of business, and the
agenda was approved as amended. 

*Internal Audit Department presentation is found here and contains information for Agenda Items 4 through
9. 
8.    TNC (Lyft, Inc. & Rasier, LLC) 
Presenters: 
Glenn Fernandes, Director, Internal Audit 
Dan Chase, Internal Audit Manager 
Spencer Bright, Internal Audit Manager - Capital 
The presentation addressed: 
Internal Audit (IA) completed an audit of Lyft, Inc. and Rasier LLC, referred to as Transportation
Network Company (TNC), for the period April 2017 through March 2021. 
The Port entered into agreements with Lyft, Inc. and Rasier, LLC d/b/a Uber (TNCs) for the pick-up and
drop-off of passengers from Seattle-Tacoma International Airport. 
TNCs connect passengers through a mobile application, which, among other things, provides
information about the pick-up time and trip duration, and manages the payment process. 
TNCs' trip activities are captured through the interaction of the Port's geofence, the General Positioning
System (GPS) and the TNC Apps. 
TNCs' combined revenues for the audit period were shared.



PORT COMMISSION AUDIT COMMITTEE MEETING MINUTES             Page 2 of 3 
THURSDAY, SEPTEMBER 9, 2021 
Internal Audit conducted an independent match rate by collecting a sample of 126 pick-up trips on
three different dates and tracing these observations to the TNCs' monthly reports. 
Five out of the 126 observations did not have an exact match. The match rate was between 96% to
98%. 
Internal Audit identified an opportunity for the enhancement of internal controls to assess the accuracy
of the TNCs' reported trip data. 
While management has implemented a control of performing a match rate between the Port's own
observation of the TNCs' activities and the TNCs' self-reported activities, no additional work was
conducted to determine the root cause of the resulting variances and whether corrective measures
were necessary. 
Internal Audit's recommendation here is that management should understand the reasons for the
variances and adapt processes to minimize them and establish a tolerance threshold that would trigger
when additional research is needed. 
The response given by management - Aviation Commercial Management staff agreed with the key
elements of the audit recommendation, and a threshold and process will be developed with a targeted
completion date of the end of October 2021. 
Members of staff and the Committee discussed: 
having a longer-term goal of capturing a larger swath of vehicles in the data; 
modes and radio frequency tags and challenges presented with priva tely-owned vehicles, commercial
activity vs. private activity, and challenges in vehicle turnover; and 
looking at best practices at other airports for t racking arrivals and more information on RFID was
requested. 
[Commissioner Bowman exited the meeting, Commissioner Calkins assumed the Chair, and Commissioner
Cho joined the meeting at 2:56 p.m.]
2.    Approval of Audit Committee Meeting Minutes of June 17, 2021: 
The minutes of the Audit Committee special meeting of June 17, 2021, were approved without 
objection. 
3.    Office of the Washington State Auditor  Accountability Audit Opening (presentation) 
Presenters: 
Joseph Simmons, Program Manager 
Angela Funamori, Assistant State Auditor 
Maddie Frost-Shaffer, Assistant Audit Manager 

Internal Audit Director Glenn Fernandes introduced the audit team. 
The presentation addressed the entrance conference for accountability from January 1, 2020, through
December 31, 2020, for the Port of Seattle. The audit scope and other applicable audit information is found
contained in this memo. 
Members of staff and the Committee appreciated the continuity on the continuance of the team.

PORT COMMISSION AUDIT COMMITTEE MEETING MINUTES             Page 3 of 3 
THURSDAY, SEPTEMBER 9, 2021 
4.    APPROVAL of 2022 Proposed Budget 

Presenters: 
Glenn Fernandes, Director, Internal Audit 
Mr. Fernandes provided an overview of the function of the Internal Audit Division and spoke regarding new
budget requests and peer review. 
The motion, made by Commissioner Cho, to recommend approval of the 2022 Proposed Budget
carried by the following vote: In favor: Cho and Calkins. (2) 
Opposed: (0). 
5.     2021 Audit Plan Update 
Presenters: 
Glenn Fernandes, Director, Internal Audit 
The presentation addressed the approved 2021 Audi t Plan and status of th ose designated audits. 
Discussion ensued regarding whether or not there is any value to the committee thinking about an audit for
Covid-related security protocols and emergency procurements. 
6.   Open Issue Follow-up 
Presenters: 
Glenn Fernandes, Director, Internal Audit 
Mr. Fernandes providing the Open Issues Aging Report as of September 9, 2021, noting that many of the
open remaining issues are IT issues. 
Committee Member Gehrke inquired if these open issues keep getting pushed out if management is
accepting a risk for a period of time until the open issues are mitigated.  She noted her concern for the
number of outstanding issues that are over two years old and asked for a review to see if the issues are
still valid at this time. 
Mr. Fernandes noted that the Internal Audit team will bring the item forward for discussion at the
December meeting or in the non-public session due to IT security issues. 
7.   Baggage Optimization  Phase 2 
Presenters: 
Glenn Fernandes, Director, Internal Audit 
Dan Chase, Internal Audit Manager 
Spencer Bright, Internal Audit Manager - Capital


PORT COMMISSION AUDIT COMMITTEE MEETING MINUTES             Page 4 of 3 
THURSDAY, SEPTEMBER 9, 2021 
The presentation addressed: 
Key elements of the project 
o  replace conveyor systems to the north portion of the bag well. 
o  construct the final baggage sortation matrix (make system more efficient). 
o  move concession storage to their final locations. 
o  move maintenance shop to its permanent location. 
o  add screening capacity with more Explosive Detective System machines. 
Engineer's Estimate was $179,157,000. 
Winning bidder, Hensel Phelps, submitted a bid for $293,937,000, 64% over the Engineer's
Estimate. 
Due to the bids coming in high, the project received a negative vote on the Majority in Interest
ballot from the Managing Airline partners at SeattleTacoma International Airport. 
After the expiration of a required 180-day period, the Port awarded the contract to Hensel Phelps. 
The Port reduced the time of the project by six months, by making various efficiency changes, but
only received a $2.6 Million deduct change order from Hensel Phelps. 
Explanation for high bids; 
o  Port's Project Labor Agreement with Unions was not factored into BNP's estimate. 
o  Both bidders requested a one-year proje ct extension during th e bid process, which resulted in
approximately 33% additional overhead costs. This additiona l year was not included in the
estimate. 
o  Unproductive hours required by the Port (requirement for Contractor to move material in and
out daily). 
o  Decrease in eligible contractors because of prequalification statements made by the Port. 
o  Cost of steel increase between Phase 1 and Phase. 
The audit identified a discrepancy of $29,156 had occurred because Hensel Phelps submitted a
change order cost proposal to the Port for one of its subcontractors, that differed from the
documented agreed-upon amount between Hensel and the subcontractor. 
According to Hensel, they did not keep adequate supporting documentation to justify the
discrepancy. 
Hensel addressed the discrepancy during the course of the audit by initiating a change order with
the subcontractor. 
Internal Audit Recommendation;  No action plan is necessary.  During the audit, Hensel Phelps
remedied the discrepancy by initiating another change order with the subcontractor. 
Members of the Committee and staff discussed: 
understanding what types of change orders we are receiving associated with the pandemic, 
comparing with other projects we have which also have received Covid-19 change orders; 
the MII vote delay and if the Port reviewed the increase in the project because of the 180-day
delay; 
monthly reporting of Covid-related costs incurred; 
there being a difference in the timeline, not just in the cost associated with the six-month delay;
and 
making airline partners aware. 
[Supplemental data provided in response to this topic discussion  Audit Response.]

PORT COMMISSION AUDIT COMMITTEE MEETING MINUTES             Page 5 of 3 
THURSDAY, SEPTEMBER 9, 2021 
9.   Fruit & Flower, LLC d/b/a Floret 
Presenters: 
Glenn Fernandes, Director, Internal Audit 
Dan Chase, Internal Audit Manager 
The presentation addressed: 
Lease Agreement established in 2016. 
Gross revenue about $7.5 million annually (prior to COVID-19). 
Concession fees paid about $600,000 annually (prior to COVID-19). 
Internal Audit concluded that Fruit & Flower, LLC d/b/a Floret materially complied with the significant
terms of the Agreement. 
12. Adjournment 
There being no further business, the special meeting adjourned at 4:04 p.m..

Prepared:                                           Attest: 

__________________________________           __________________________________ 
Michelle M. Hart, MMC, Commission Clerk            Stephanie Bowman, Audit Committee Chair 
Minutes approved: December 9, 2021.