Agenda Item No. 8i_attach1
Meeting Date: January 28, 2025
EXHIBIT A
PORT OF SEATTLE COMMISSION CODE OF ETHICS

SCOPE AND APPLICABILITY
Port of Seattle commissioners ("commissioners") are elected officials charged with public trust.
Commissioners are expected to uphold this trust by exhibiting appropriate and ethical behavior and
avoiding conflicts of interest. This code of ethics ("Code") establishes ethics standards and provides for
enforcement of these standards. This Code is authorized and governed by Chapters 42.23 and 53.08 RCW
and modelled after applicable sections of Chapters 42.52 RCW.
Commissioner behavior is additionally governed by the standards established in the Port of Seattle
Commission Bylaws and Rules of Procedure; the Port of Seattle Statement of Values; the Commission Oath
of Office; the Commission Transparency Pledge; applicable laws; and through a commitment to respectful
interactions.

Section 1.
A.

General Requirements.
Consistent with the commission bylaws, within ninety days of each term commissioners will
attend ethics training regarding applicable state, port, and Code standards.

B.

A commissioner shall abide by the port's policies of anti-harassment, equal opportunity,
violence in the workplace, and anti-retaliation. These policies are referred to as "workplace
misconduct" throughout this Code.

C.

A commissioner shall not use the position to secure special privileges or exemptions for
themselves, members of their family, or others.

D.

A commissioner shall not employ or use any person, money, or property under the
commissioner's official control or direction, or in the commissioner's official custody, for the

private benefit or gain of the commissioner, their family, an employee, or another, except as
to occasional use of port resources, of de minimis cost and value, that does not result in
interference with the proper performance of duties, and is consistent with the port's
information systems and service acceptable use policy when applicable.

E.

A commissioner shall not disclose confidential information gained because of the
commissioner's position, nor may the port commissioner otherwise use such information
for personal or family gain or benefit.

F.

A commissioner shall not accept employment or engage in business or professional
activities that the commissioner might reasonably expect would require or induce the
commissioner by reason of their position to use or disclose confidential information
acquired because of the commissioner's position.

Section 2.
A.

Conflicts of Interest.
Outside Employment.
Given that commissioners are elected to a part-time position, it is understood that they
are likely to have outside employment. At times, such employment may give rise to
potential conflicts of interest. In such situations, the commissioner must disclose the
potential conflict prior to any involvement and seek advice from the commission's legal
counsel on whether a conflict exists and on how best, if appropriate, to recuse him or
herself from port activities involving the issue.

B.

Activities Incompatible with Public Duties.
Except as described herein, no commissioner may have an interest, financial or otherwise,
direct or indirect, or engage in a business or transaction or professional activity or incur an
obligation of any nature that is in conflict with the proper discharge of the commissioner's
official duties.

C.

Improper Compensation.

No commissioner may, directly or indirectly, ask for, give, receive, or agree to receive
any compensation, gift, reward, or gratuity from a source for performing, omitting, or
deferring the performance of any official duty unless otherwise authorized by law.
Section 3.
A.

Interest in Contracts.
Interests Prohibited.
No commissioner or their immediate family (spouse, dependents) shall be beneficially
interested, directly or indirectly, in any contract which may be made by, through, or under the
supervision of the commission, or which may be made for the benefit of the port; or accept,
directly or indirectly, any compensation, gratuity, or reward in connection with the awarding
of such contract from any person beneficially interested therein.

B.

Exceptions.
The prohibition in Section 3A shall not apply to:
1. the furnishing of electrical, water or other utility services by the port, at the same
rates and on the same terms as are available to the public generally;
2. the designation of public depositories for port funds;
3. the publication of legal notices required by law to be published upon competitive
bidding or at rates not higher than prescribed by law for members of the general
public;
4. the letting of any other contract in which the amount received under the contract
by the commissioner, their immediate family or the commissioner or their
immediate family's business does not exceed three thousand dollars ($3,000.00) in
any calendar month; or
5. the leasing of port property to a commissioner or to a contracting party in which a
commissioner or their immediate family has a financial or beneficial interest, if in

addition to all other legal requirements, a board of three disinterested appraisers
and the superior court in the county where the property is situated finds that all the
terms and conditions of such lease are fair to the port and are in the public interest.
The appraisers must be appointed from members of the American Institute of Real
Estate Appraisers by the presiding judge of the superior court.

C.

Limitation on Voting.
A commissioner may not participate in consideration or vote on the authorization,
approval, or ratification of a contract in which the commissioner or their immediate
family is beneficially interested even though one of the exemptions under Section 3B
above allows the awarding of such a contract. The interest of the commissioner must
be disclosed to the commission and noted in the official minutes before the formation
of the contract and the commissioner shall follow the procedures for limitations on voting
in the Commission Bylaws and Rules of Procedure.

D.

Remote Interest.

A commissioner is not interested in a contract, for purposes of Section 3A above, if the
commissioner has only a remote interest in the contract and the extent of the interest is
disclosed to the commission and noted in the official minutes of the commission prior
to the formation of the contract, and the commission approves the contract in good faith
by a vote of its membership sufficient for the purpose without counting the vote of the
commissioner having the remote interest; provided, that Section 3D is not applicable to
any commissioner interested in a contract, even if the commissioner's interest is only
remote, if the commissioner influences or attempts to influence any other commissioner
or port employee to enter into the contract. For purposes of Section 3D, a port
commissioner has a remote interest when the port commissioner:
1. is a non-salaried officer or board member of a nonprofit corporation;
2. is an employee or agent of a contracting party where the compensation of such

employee or agent consists entirely of fixed wages or salary;
3. is a landlord or tenant of an entity contracting with the port; and
4. is a holder of less than one percent of the shares, or interest, in a business

entity contracting with the port.
E.

Improper Contract Void.
Any contract made in violation of the provisions of Section 3 is void and the performance
thereof, in full or in part, by a contracting party shall not be the basis of any claim against
the port. Any port commissioner violating the provisions of Section 3 is liable to the
port for a penalty in the amount of five hundred dollars ($500.00), in addition to such
other civil or criminal liability or penalty as may otherwise be imposed upon the port
commissioner by law.

Section 4.

Statement of Financial Affairs.

Each commissioner shall file with the Washington State Public Disclosure Commission a copy of
a Statement of Financial Affairs prepared in satisfaction of the requirements of RCW42.17A.235
and RCW 42.17A.240, which shall be available for public inspection upon written request.

Section 5.
A.

Acceptance of Gifts.
Gifts Prohibited.
Except as permitted below, a port commissioner may not receive, accept, take, seek, or
solicit, directly or indirectly, anything of economic value as a gift, gratuity, or favor from
a person if it could be reasonably expected that the gift, gratuity, or favor would influence
the vote, action or judgment of the commissioner, or be considered as part of a reward
for action or inaction.

B.

Acceptance of Gifts on Behalf of Port of Seattle.
A commissioner may accept a gift of personal property of any value for and on behalf of
the port. Any gift so accepted shall become the property of the port and not of the

commissioner. A commissioner shall report the acceptance of any gift under this section
to the port's general counsel within thirty (30) days of receipt.

C.

Prohibition on Gifts to Commissioners.
A commissioner may not accept gifts, other than those specified in Section 5E, with an
aggregate value in excess of fifty dollars ($50.00) from a single source in a calendar year
or a single gift from multiple sources with a value in excess of fifty dollars ($50.00). For
purpose of this section, "single source" means any person, whether acting directly or
through any agent or other intermediary, and "single gift" includes any event, item or group
of items used in conjunction with each other or any trip including transportation, lodging,
and attendant costs, not excluded from the definition of gift in Section 5D. The value of
gifts given to a commissioner's family or guest shall be attributed to the commissioner for
the purpose of determining whether the limit has been exceeded, unless an independent
business, family, or social relationship exists between the donor and the family or guest.

D.

Items Not Considered Gifts.
The following items are excluded from the definition of gift and may be accepted by a
commissioner or member of his/her family without constituting a violation of the Code:

1. Items from family or friends where it is clear beyond a reasonable doubt that the
item was not given as part of any design to gain or maintain influence in the port;

2. Items related to the outside business of the commissioner that are customary and
not related to the commissioner's performance of official duties;

3. Items exchanged among commissioners, or among commissioners and port
employees, or a social event hosted or sponsored by a commissioner or port
employee for co-workers;

4. Payments by a governmental or nongovernmental entity of reasonable expenses
incurred in connection with a speech, presentation, appearance, or trade mission
made in the port commissioner's official capacity. As used in this Section

"reasonable expenses" are limited to travel, lodging, and subsistence expenses
incurred the day before through the day after the event;

5. Items a commissioner is authorized by law to accept, including, but not limited to,
items accepted in accordance with RCW 53.36.120-150 (promotional hosting) or
RCW 53.08.110 (gifts to port);

6. Payment of enrollment and course fees and reasonable travel expenses attributable
to attending seminars and educational programs sponsored by a bona fide
governmental or nonprofit professional, educational, trade or charitable
association or institution. As used in this Section "reasonable expenses" are
limited to travel, lodging, and subsistence expenses incurred the day before
through the day after the event;

7. Items returned by the commissioner to the donor within thirty (30) days of receipt
or donated to a charitable organization within thirty (30) days of receipt;

8. Campaign contributions reported under chapter 42.17A RCW;
9. Discounts available to a commissioner as a member of an employee group,
occupation, or similar broad-based group;
10. Awards, prizes, scholarships, or other items provided in recognition of academic
or scientific achievement;

11. Items paid for directly by a commissioner.
E.

Exceptions.
The following gifts are presumed not to influence a commissioner and may be accepted
without regard to the fifty-dollar ($50.00) limit established above, without constituting a
violation of the Code:

1. Unsolicited flowers, plants, and floral arrangements;
2. Unsolicited advertising or promotional items of nominal value, such as pens and

note pads;

3. Unsolicited tokens or awards of appreciation in the form of a plaque, trophy,
desk item, wall memento or similar item.

4. Unsolicited items received by a commissioner for the purpose of evaluation or
review, if the port commissioner has no financial or beneficial interest in the
eventual use or acquisition of the item by the port;

5. Informational material, publications, or subscriptions related to the recipient's
performance of official duties;

6. Food and beverages consumed at hosted receptions where attendance is related to
the commissioner's official duties;

7. Admission to, and the costs of food and beverages consumed at, events sponsored
by or in conjunction with a civic, charitable, governmental, or community
organization;

8. Unsolicited gifts from dignitaries from another state or a foreign country and
intended to be personal in nature; and

9. Food and beverages on infrequent occasions in the ordinary course of meals where
attendance by the commissioner is related to the performance of official duties.
Provided that where the gift in the form of food or beverage exceeds fifty dollars
($50.00) on a single occasion, it shall be reported as required in chapter 42.17A
RCW.

F.

Rebuttable Presumption.
The presumption that acceptance of the gifts listed in section 5E do not influence a
commissioner is rebuttable and after review by the board of ethics may be overcome based
on the circumstances surrounding the giving and acceptance of the gift.

Section 6.

Former Port Commissioners.

Former commissioners engaging in transactions with the port shall do so consistent with the
standards of ethical conduct and in accordance with the relevant portions of this Code.

A.

Special Consideration Prohibited.
A former commissioner shall not request or otherwise seek special consideration, treatment,
or advantage from port staff or commissioners.

B.

Appearances Before Commission.
For one (1) year after termination of port commission service, a former commissioner may
not appear before the port commission on behalf of another individual or entity, whether
or not for compensation of any kind, in relation to any case, proceeding, application,
or matter in which such former commissioner participated during port commission service:
Provided, that if after public discussion and a finding by the commission that the public
or the port's interests would be better served, the commission may waive this provision
if so requested by a former commissioner.

C.

Participation in Contracts with Port of Seattle.
For one (1) year after termination of port commission service, a former commissioner may
not have a direct or indirect beneficial interest in any contract or grant that was made by,
authorized, or funded by port commission action in which the former commissioner
participated during the period of port commission service.

D.

Participation in Competitive Selection Process.
For one (1) year after termination of port commission service, a former commissioner
may not participate as a competitor in any competitive selection process for a port
contract in which the former commissioner participated in any way while serving on the
port commission.

E.

Disclosure Requirements.
For one (1) year after termination of port commission service, a former commissioner must
disclose past port commission service before participating in any port action. The
disclosure shall be made in writing to the commission clerk who will notify the
commission.

F.

Use of Confidential Information.
A former commissioner shall not, for personal or family benefit, use or disclose
confidential information gained by reason of the former commissioner's position.

G.

Employment.
No former commissioner may accept an offer of employment or receive compensation from
an employer if the former commissioner knows or has reason to believe that the offer of
employment or compensation was intended, in whole or in part, directly or indirectly, to
influence the former commissioner or as compensation or reward for the performance or
nonperformance of a duty by the former commissioner during the course of port
commission service.

H.

Employer Defined.
As used in this Section, "employer" means any individual, partnership, association,
corporation, firm, institution, or other entity, whether or not operated for profit, or any
other entity or business that an individual owns or in which the individual has a
controlling interest.

Section 7.
A.

Participation on Non-Profit Boards.
Service Encouraged.
Commissioners are encouraged to serve on non-profit boards.

B.

Limitations.

Commissioners shall adhere to the service limitations set forth in the commission bylaws.

C.

Contracts.
A commissioner serving on a non-profit board has a remote interest in contracts between
the Port and the non-profit upon which board the commissioner serves. When such
contracts come before the commission, the commissioner serving on the non-profit board

must follow the remote interest provisions referenced in section 3D of this Code.
D.

Duty of Loyalty.
Commissioners do not violate this code when approving membership fees for non-profits
upon which board the commissioner serves during the port budget approval process. In
approving the budget, commissioners shall not advocate for adjustment to proposed fee
amount or membership status for non-profits upon which board the commissioner serves.
Commissioners may express support of policy positions of a non-profit organization upon
which the commissioner serves except when the commission is considering or approving a
contract with the non-profit in which the commissioner has a remote interest.

Section 8.
A.

Board of Ethics.
Formation and Purpose.
The commission shall appoint a Board of Ethics ("Board") to ensure proper and consistent
implementation of this Code. The Board is an investigative agency charged with intake,
screening, and investigation of complaints, and providing recommendations for corrective
action to the commission for consideration. In performing its duties, the Board and its
members shall uphold port values and follow the principles contained in this code. It is the
intention of the port to encourage reporting of ethics violations to the Board by protecting
complainant confidentiality to the extent permitted by this Code and the law.

The

commission's chief of staff, the commission's legal counsel, and the port's general counsel
shall serve as resources, as needed, to carry out tasks on behalf of the Board to assist with

the process provided for in this Code. The port shall provide sufficient investigative and

administrative support to enable the Board to reasonably carry out its duties hereunder.
B.

Complaints, Intake and Notice.
1. Filing of Complaints. Any person, including without limitation commissioners,

port employees, and members of the public, may submit a written complaint
alleging a violation of the Code to the Board through a form established by the
commission clerk's office, specifying one or more alleged violations by a

commissioner of this Code. Every complaint must include the complainant's
correct name, an email address, or address at which mail can be delivered to the
complainant and a daytime telephone number. Anyone submitting a complaint
may be asked for additional information about the complaint by the Board and
shall cooperate with the Board in providing pertinent information. Complainants
may request confidentiality at the time they submit a complaint. Except when a
public hearing or meeting occurs, to the extent permitted by law, the Board shall
maintain requested confidentiality relating to a complaint or the substance of any
investigation until the Board completes its review of the complaint and provides its
report to the commission.
In the alternative, employees may submit written, telephonic or in-person
complaints directly to the human resources director or designee and/or the office
of workplace responsibility. The human resources director or designee and/or the
office of workplace responsibility will immediately inform port general counsel
who shall inform the Board that a complaint was received.
2. Intake Process. For complaints submitted by port employees, whether to the Board
or directly to the human resources director or designee and/or the office of
workplace responsibility, the port's office of workplace responsibility shall
complete an intake process consistent with employee complaint procedures and

provide a memo with sufficient detail to allow the Board to make a screening
determination to port general counsel for transmission to the Board. For complaints
submitted by non-employees, the Board will complete the intake. The Board may
request that port general counsel engage an outside investigator to assist in intake
and provide a memo to the Board with sufficient detail to allow the Board to make
a screening determination.
3. Dismissal. Complaints, such as those comprised of bare allegations or speculation,
that cannot be substantiated sufficiently to allow for a screening determination
through the intake process conducted by the Board or by the human resources
director or designee and/or the office of workplace responsibility, shall be dismissed
by the Board.
4. Notice of Complaint Received. The Board, when it receives a complaint directly or
after notice from human resources or workplace responsibility, shall inform the
respondent commissioner, commission president or vice president where the
president is the subject of the complaint, commission chief of staff, the commission's
legal counsel, and the port's general counsel that a complaint has been filed.
5. Summary Created. The entity responsible for intake will create a written summary
of the concerns raised, including the general nature of the conduct, approximate dates
of the conduct, and which Code provisions are potentially violated. For complaints
submitted to the Board, the Board chair will create the summary. For complaints
submitted to human resources, the assigned workplace responsibility investigator
will create the summary. The summary shall be provided by the Board or office of
workplace responsibility to the commission chief of staff who will provide the
summary to the respondent commissioner, with the identities of the complainant and
witnesses redacted.

C.

Screening.
1. Use of Investigator. The Board may request that port general counsel engage an
outside investigator to assist in screening determinations.
2. Standard of Sufficiency. The Board or the outside investigator shall determine (1)
if the allegations of violation, if true, would constitute a violation of the code; and
(2) if the allegations were made within three years of the alleged violation unless
the violation was concealed by the respondent commissioner in which case the
complaint must be filed within three years of discovery of the violation. However,
the complaint will not be considered timely if the commissioner is no longer in
office and will be dismissed.
3. Review Timeline. The Board shall conduct its initial review and screening of
complaints received within thirty (30) calendar days of the completion of the intake
process and shall determine if the standard of sufficiency has been satisfied. If it
has been satisfied, the complaint will be investigated. All screening determinations
are final, and no appeal is permitted.
4. Notification of Screening Outcome. Within five (5) business days of making its
determination, the Board shall notify the respondent commissioner, commission
president or vice president where the president is the subject of the complaint,
commission chief of staff, commission legal counsel, port general counsel, and the
complainant of its screening determination. Complaints not meeting the screening
standard will be dismissed and not investigated under this Code.
5. Notice to Commission. Within one (1) business day of notification under Section
8C(4), notice of a complaint screened for further investigation shall be provided to
the entire commission;

6. Legal Defense Costs. After a matter is screened for investigation, the port will pay
a respondent commissioner's legal defense costs if action is arising out of the
performance or failure of performance of the commissioner's duties.

D.

Investigation and Recommendation Process.
1. Investigation and Recommendation. The Board will delegate the performance of

the investigation for all screened complaints to an appropriate individual or firm.
Port general counsel will engage the individual or firm that will serve as the
investigator.
The delegated investigator shall conduct its investigation within sixty (60)
days of delegation unless the investigator determines that additional time is needed
based on complexity, the number of witnesses, witness availability, or other
factors. The Board and respondent commissioner shall be updated by the
investigator

regarding

any

necessary

time

extensions.

The respondent commissioner will be provided an opportunity to respond
to the allegations including submission of a statement of position, evidence, and
witness statements. The delegated investigator may request that individuals or
firms provide information, including any form of recorded information. The
delegated investigator may require that commissioners answer questions and
provide information, including any form of recorded information. The delegated
investigator shall report to the Board its factual findings and conclusions about
whether a violation of the Code occurred. If the investigator concludes that the
Code has been violated, the investigator shall include reference to violations of
other commission standards such as the statement of values and commitment to
respectful interactions, if applicable. In addition, the delegated investigator shall
make recommendations about necessary corrective action if requested by the
Board.

2. Board Executive Session. All Board deliberations may occur in executive session
unless the respondent commissioner requests a public meeting or public hearing.
If the respondent commissioner requests a public meeting or hearing, the Board
will immediately notify the complainant.
3. Board Findings. Following an investigation, the Board shall make findings and
conclusions about whether the commissioner's conduct violated the Code. The
Board may adopt investigator's findings and conclusions or may make its own
findings and conclusions. The Board may request that individuals, including the
respondent commissioner, or firms, provide information, including any form of
recorded information. If the Board concludes that the Code has been violated, the
Board shall include reference to violations of other commission standards such as
the statement of values and commitment to respectful interactions where
applicable. If the Board concludes that the Code has not been violated, it shall
dismiss the complaint. If the investigation indicates potential violations of the
behavioral standards referenced in Section 9, upon dismissal, the Board shall refer
the matter to the Governance Committee for further proceedings under that section.
The Board shall notify the respondent commissioner, commission president or
vice president where the president is the subject of the complaint, commission
chief of staff, commission legal counsel, port general counsel, and the
complainant of its no-violation finding, dismissal, and, when applicable, referral
to the Governance Committee.
4. Corrective Actions. Where the Board concludes that the commissioner's conduct
violated

the

Code,

it

shall

recommend

corrective

action.

Corrective action recommendations may include without limitation, an
admonishment, reprimand, or censure, a recusal of a commissioner from voting on
certain topics, forfeiture of position as officer of the commission in a manner

consistent with the commission bylaws and rules of procedure, a referral of the
matter to appropriate law enforcement authorities, workplace safety measures and
training to address workplace misconduct allegations, and other action necessary
to obtain compliance with the Code and restore public confidence in the proper
functioning of the commission. The Board shall report in writing its findings,
conclusions, and if necessary recommended corrective action, to the commission.
In making its recommendation regarding corrective action, the Board shall
take into account whether the violation substantially and improperly influenced the
port commission's or the Port of Seattle's actions, the cost of the violation to the
Port of Seattle, the nature of the violation, and any other pertinent factors,
including

mitigating

factors.

The

Board's

findings,

conclusions,

and

recommendations shall be provided to the commission within forty-five (45) days of
receipt of the investigator's report unless additional time is necessary due to
complexity or scheduling conflicts. The Board shall inform the commission of any
extension of time.

5. Quorum. If a quorum or more of commissioners are the subjects of a complaint
before the Board, the Board's findings, conclusions, and corrective action will be
final. Upon request of any commissioner, the Board may hold a public meeting or
public hearing before issuing its decision.

E.

Action by the Commission.
1. Executive Session. Unless the respondent commissioner requests a public meeting
or public hearing, the commission shall consider the findings, conclusions, and any
recommendations of the Board in executive session of the commission. If the
respondent commissioner requests a public meeting or public hearing, the
commission will immediately notify the complainant.
2. Deliberations. The respondent commissioner will be provided an opportunity to

respond to the Board's findings and recommendations with a written or spoken
statement and to, if requested, respond to questions from commissioners. These
steps may occur in executive session unless the respondent commissioner requests
a public meeting or public hearing. Commissioners who are the subject of a
complaint shall not otherwise participate in the complaint review or decisionmaking process.

3. Final Decision. The commission may choose to accept in full or in part, or reject
in full or in part, the recommendations of the Board, or may make its own
recommendations. Action to accept or reject the recommendations shall be made
in an open public meeting. The commission's final decision will be issued through
a commission order.

F.

Advisory Opinions.
1. An advisory opinion is an interpretation of this Code as it applies to a set of facts
provided in writing to the Board. The purpose of an advisory opinion is to provide
guidance before officials engage in an action that may be prohibited.
2. Before a formal advisory opinion is issued by the Board, the proposed opinion
shall be reviewed by the port general counsel and/or designee within ten (10)
business days of receipt unless additional time is necessary.
3. A commissioner may request an advisory opinion regarding application of the
Code to a particular set of facts or circumstances related to the commissioner
submitting the request.
4. The requesting commissioner's conduct does not violate the code if: 1) a written
request for an advisory opinion describes possible future conduct and accurately
and fully discloses the material facts related to that conduct; 2) the Board issues
a written advisory opinion that the described conduct would not violate the code;

and 3) the commissioner, in reasonable reliance on the advisory opinion, acts in
a manner consistent with that advisory opinion.
5. A commissioner or the commission chief of staff may request an advisory opinion
regarding general application of the Code that does not concern the actions of
commissioners not making the request.

G.

Composition, Terms. Vacancies.
The Board shall be composed of three (3) members ("Board Members"). Each Board
Member shall be selected by majority vote of the commission in open session.
None of the Board Members shall be a commissioner or port employee. The term of office
for each Board Member shall be three (3) years. The Board shall elect a chairperson
annually. Vacancies on the Board, whether occurring by death, resignation, removal, or
expiration of term, shall be filled by the port commission by majority vote in open session.
In filling any vacancy or making any appointment to the Board, the port commission shall
strive to select members with diverse perspectives and areas of expertise and experience
appropriate to the review of ethical matters, and who are of good general reputation and
character.

H.

Quorum. Meetings. Procedures.
Two Board Members shall constitute a quorum. The Board may adopt procedures
consistent with the provisions of this Code governing the conduct of meetings
investigations, hearings and the issuance of opinions, reports, and corrective action.

I.

Removal of Board Member.
A Board Member may be removed for just cause by a majority vote of the port commission.

J.

Reimbursement and Per Diem.

Board Members shall be reimbursed by the port for pre-approved and reasonable
expenses incurred in the exercise of official Board business and shall be paid a per diem
equal to the per diem paid to commissioners.

Section 9.

Violations of Commission Bylaws and Rules of Procedure Behavioral Standards

A. Violations.
Violations of commissioners' behavioral standards referenced in the Commission Bylaws and
Rules of Procedure ("Bylaws"), including the port's statement of values and respectful
interactions, shall be reviewed by the commission's governance committee when
unaccompanied by complaints related to violations of this Code.
B. Complaint Process.
Written complaints of violations of these standards shall be directed to the members of the
commission's governance committee. Or, if the complaint involves one of the members of the
committee, it shall be made to the non-subject member.
Complaints of violations of these standards, when unaccompanied by complaints
related to violations of this Code, made to the Board or the human resources director or
designee and/or the office of workplace responsibility, shall be reported to the general counsel
for referral to the governance committee.
The committee will work with the commission chief of staff to inform the respondent
commissioner about the nature of the complaint filed. The complainant's identity will not be
shared with the respondent commissioner.
C. Governance Committee Review.
Within 10 business days following the receipt of the complaint, the governance committee shall
convene to review the allegations. The governance committee may request that port general
counsel engage an investigator to advise the committee.
D. Committee Deliberation and Recommendations.
After review of the complaint, the governance committee may:
a) recommend no further action; or

b) recommend that the commission require corrective training or action, counsel,
discussion, or other similar means; or
c) recommend that the commission investigate the complaint further.
The governance committee must report their recommendation to the commission that no further
action be taken or that the commission take further action.
E. Commission Deliberations and Action.
The respondent commissioner will be provided an opportunity to respond to the complaint with
a written or spoken statement and to, if requested, respond to questions from commissioners.
These steps may occur in executive session unless the respondent commissioner requests a
public meeting or public hearing. Commissioners who are the subject of a complaint shall not
otherwise participate in the complaint review or decision-making process. The commission
must take any action regarding the resolution of the complaint in open session.
For allegations requiring additional investigation, the commission may request that
port general counsel engage an investigator. The investigator's findings will be reported to the
Commission.
Based on the governance committee's recommendations, or, when additional
investigation is necessary, following the investigation the Commission may take appropriate
action including corrective training or action, counsel, discussion, warnings, letter of concern,
or removal from appointed positions.
The commission president is responsible for informing the complainant of the outcome
of the complaint.

Section 10.

Definitions.

Throughout this Code, the following definitions shall apply.

A.

Admonishment.
A caution to a commissioner not to engage in certain proscribed behavior. An
admonishment may include a requirement that the commissioner follow a specified
corrective course of action.

B.

Censure.
A conclusion that the conduct of the commissioner violates the Code, detrimentally affects
the integrity of the commission, and undermines public confidence in the commission. A
censure shall include a requirement that the commissioner follow a specified corrective
course of action.

C.

Official Duty.
Those duties of a commissioner as defined by the port or by statute or the state constitution.

D.

Participate.
To participate in an action or a proceeding personally and substantially as a commissioner,
through approval, disapproval, decision, recommendation, the rendering of advice,
investigation, or otherwise.

E.

Person.
Any individual, partnership, association, cooperative, corporation or other business entity.

F.

Reprimand.
A finding that the conduct of the commissioner is a minor violation of the Code and does
not require censure. A reprimand shall include a requirement that the commissioner follow
a specified corrective course of action.