Bill Text: NY A08677 | 2011-2012 | General Assembly | Amended
Bill Title: Enacts the "Port Authority of New York and New Jersey Transparency and Accountability Act".
Spectrum: Bipartisan Bill
Status: (Introduced - Dead) 2012-03-14 - print number 8677b [A08677 Detail]
Download: New_York-2011-A08677-Amended.html
S T A T E O F N E W Y O R K
________________________________________________________________________
8677--B
2011-2012 Regular Sessions
I N A S S E M B L Y
October 27, 2011
___________
Introduced by M. of A. CUSICK, TOBACCO -- read once and referred to the
Committee on Corporations, Authorities and Commissions -- recommitted
to the Committee on Corporations, Authorities and Commissions in
accordance with Assembly Rule 3, sec. 2 -- committee discharged, bill
amended, ordered reprinted as amended and recommitted to said commit-
tee -- recommitted to the Committee on Corporations, Authorities and
Commissions in accordance with Assembly Rule 3, sec. 2 -- committee
discharged, bill amended, ordered reprinted as amended and recommitted
to said committee
AN ACT to amend chapter 154 of the laws of 1921, providing for the
establishment of the Port of New York Authority, in relation to enact-
ing the "Port Authority of New York and New Jersey Transparency and
Accountability Act"
THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:
1 Section 1. Short title. This act shall be known and may be cited as
2 the "Port Authority of New York and New Jersey Transparency and Account-
3 ability Act".
4 S 2. Subdivisions 2 and 3 of article XV-A of section 1 of chapter 154
5 of the laws of 1921, providing for the establishment of the Port of New
6 York Authority, as added by chapter 275 of the laws of 1992, are amended
7 to read as follows:
8 2. As used in this act:
9 [a.] "Board" means the board of commissioners of the Port Authority of
10 New York and New Jersey.
11 [b.] "COMMITTEE" OR "COMMITTEES" MEANS THE AUDIT COMMITTEE, THE GOVER-
12 NANCE COMMITTEE, AND THE FINANCE COMMITTEE REQUIRED TO BE ESTABLISHED BY
13 THE BOARD IN ACCORDANCE WITH SUBDIVISIONS 2, 3 AND 4 OF ARTICLE XV-B OF
14 THIS SECTION.
15 "Meeting" means any gathering, whether corporeal or by means of commu-
16 nication equipment, which is attended by, or open to, the board, held
EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
[ ] is old law to be omitted.
LBD09602-08-2
A. 8677--B 2
1 with the intent, on the part of the board members present, to discuss or
2 act as a unit upon the specific public business of the authority. "Meet-
3 ing" does not mean a gathering (1) attended by less than an effective
4 majority of the board, or (2) attended by or open to all the members of
5 three or more similar public bodies at a convention or similar gather-
6 ing.
7 [c.] "Public business" mean matters which relate in any way, directly
8 or indirectly, to the performance of the functions of the port authority
9 of New York and New Jersey or the conduct of its business.
10 3. The board shall adopt and promulgate appropriate rules and regu-
11 lations concerning the right of the public to be present at meetings of
12 the authority. The board may incorporate in its rules and regulations
13 conditions under which it may exclude the public from a meeting or a
14 portion thereof.
15 Any rules or regulations adopted hereunder shall become a part of the
16 minutes of the port authority of New York and New Jersey and shall be
17 subject to the approval of the governor of New Jersey and the governor
18 of New York.
19 THE BOARD SHALL MAKE OR CAUSE TO BE MADE ALL REASONABLE EFFORTS TO
20 ENSURE THAT MEETINGS ARE HELD IN FACILITIES THAT PERMIT BARRIER-FREE
21 PHYSICAL ACCESS TO THE PHYSICALLY HANDICAPPED. IF AND WHEN THE BOARD
22 USES VIDEO CONFERENCING OR SIMILAR TECHNOLOGY TO CONDUCT ITS MEETING, IT
23 SHALL PROVIDE AN OPPORTUNITY FOR THE PUBLIC TO ATTEND, LISTEN, AND
24 OBSERVE AT ANY SITE AT WHICH A MEMBER PARTICIPATES.
25 S 3. Section 1 of chapter 154 of the laws of 1921, providing for the
26 establishment of the Port of New York Authority, is amended by adding
27 five new articles XV-B, XV-C, XV-D, XV-E and XV-F to read as follows:
28 ARTICLE XV-B
29 1. THE BOARD SHALL:
30 A. EXECUTE DIRECT OVERSIGHT OF THE AUTHORITY'S CHIEF EXECUTIVE AND
31 OTHER SENIOR MANAGEMENT IN THE EFFECTIVE AND ETHICAL MANAGEMENT OF THE
32 AUTHORITY;
33 B. UNDERSTAND, REVIEW, AND MONITOR THE IMPLEMENTATION OF FUNDAMENTAL
34 FINANCIAL AND MANAGEMENT CONTROLS AND OPERATIONAL DECISIONS OF THE
35 AUTHORITY;
36 C. ESTABLISH POLICIES REGARDING THE PAYMENT OF SALARY AND OVERTIME,
37 REIMBURSEMENTS, AND OTHER COMPENSATION TO, AND ESTABLISH RULES FOR THE
38 TIME AND ATTENDANCE OF, ALL OFFICERS AND EMPLOYEES OF THE AUTHORITY;
39 D. REQUIRE EACH BOARD MEMBER, AT THE TIME THAT THE BOARD MEMBER TAKES
40 AND SUBSCRIBES THE OATH OF OFFICE, OR WITHIN 60 DAYS AFTER THE EFFECTIVE
41 DATE OF THIS ARTICLE IF THE MEMBER HAS ALREADY TAKEN AND SUBSCRIBED THE
42 OATH OF OFFICE, TO EXECUTE A STATEMENT, IN SUCH FORM AS THE ATTORNEYS
43 GENERAL OF NEW YORK AND NEW JERSEY SHALL JOINTLY PRESCRIBE, IN WHICH THE
44 BOARD MEMBER DECLARES THAT THE MEMBER UNDERSTANDS THE MEMBER'S INDEPEND-
45 ENCE AND FIDUCIARY DUTIES, INCLUDING THE MEMBER'S DUTY OF LOYALTY AND
46 CARE TO THE AUTHORITY AND COMMITMENT TO THE AUTHORITY'S MISSION;
47 E. REQUIRE THAT A NEEDS ASSESSMENT BE CONDUCTED BY AN INDEPENDENT
48 ENTITY PRIOR TO ANY PROPOSED INCREASE IN FEES, TOLLS, CHARGES, OR FARES;
49 AND
50 F. REQUIRE AN EFFICIENCY STUDY BE CONDUCTED BY AN EFFICIENCY EXPERT ON
51 AN ANNUAL BASIS TO IDENTIFY ANY WASTE OR ABUSE INVOLVING THE AUTHORITY.
52 2. THE BOARD SHALL ESTABLISH AN AUDIT COMMITTEE TO BE COMPRISED OF NOT
53 LESS THAN THREE BOARD MEMBERS, WHO SHALL CONSTITUTE A MAJORITY ON THE
54 COMMITTEE, AND WHO SHALL POSSESS THE NECESSARY SKILLS TO UNDERTAKE THE
55 DUTIES AND FUNCTIONS OF THE AUDIT COMMITTEE. THE COMMITTEE SHALL RECOM-
56 MEND TO THE BOARD THE HIRING OF AN INDEPENDENT FIRM OF CERTIFIED PUBLIC
A. 8677--B 3
1 ACCOUNTANTS TO AUDIT THE AUTHORITY, ESTABLISH THE COMPENSATION TO BE
2 PAID TO THE ACCOUNTING FIRM, AND PROVIDE DIRECT OVERSIGHT OF THE ANNUAL
3 INDEPENDENT FINANCIAL AUDIT PERFORMED BY THE ACCOUNTING FIRM HIRED FOR
4 SUCH AUDITING PURPOSES. MEMBERS OF THE AUDIT COMMITTEE SHALL BE FAMILIAR
5 WITH CORPORATE FINANCIAL AND ACCOUNTING PRACTICES AND SHALL BE OR BECOME
6 FINANCIALLY LITERATE ABOUT APPLICABLE FINANCIAL LAWS, RULES, REGU-
7 LATIONS, AND STANDARD INDUSTRY PRACTICES.
8 3. THE BOARD SHALL ESTABLISH A GOVERNANCE COMMITTEE TO BE COMPRISED OF
9 NOT LESS THAN THREE BOARD MEMBERS, WHO SHALL CONSTITUTE A MAJORITY ON
10 THE COMMITTEE, AND WHO SHALL POSSESS THE NECESSARY SKILLS TO UNDERTAKE
11 THE DUTIES AND FUNCTIONS OF THE GOVERNANCE COMMITTEE. IT SHALL BE THE
12 RESPONSIBILITY OF THE MEMBERS OF THE GOVERNANCE COMMITTEE TO KEEP THE
13 BOARD INFORMED OF CURRENT BEST GOVERNANCE PRACTICES; TO REVIEW CORPORATE
14 GOVERNANCE TRENDS; TO UPDATE THE AUTHORITY'S CORPORATE GOVERNANCE PRIN-
15 CIPLES; TO ADVISE APPOINTING AUTHORITIES ON THE SKILLS AND EXPERIENCE
16 REQUIRED OF POTENTIAL BOARD MEMBERS; TO EXAMINE ETHICAL AND CONFLICT OF
17 INTEREST ISSUES; TO PERFORM BOARD SELF-EVALUATIONS; TO INVESTIGATE TERM
18 LIMITS, REAPPOINTMENTS AND BOARD RESPONSIBILITIES; TO DEVELOP BY-LAWS
19 WHICH INCLUDE RULES AND PROCEDURES FOR CONDUCT OF BOARD BUSINESS; AND TO
20 MAKE RECOMMENDATIONS FOR NEW COMMISSIONERS.
21 4. THE BOARD SHALL ESTABLISH A FINANCE COMMITTEE TO BE COMPRISED OF
22 NOT LESS THAN THREE BOARD MEMBERS, WHO SHALL CONSTITUTE A MAJORITY ON
23 THE COMMITTEE, AND WHO SHALL POSSESS THE NECESSARY SKILLS TO UNDERTAKE
24 THE DUTIES AND FUNCTIONS OF THE COMMITTEE. IT SHALL BE THE RESPONSIBIL-
25 ITY OF THE MEMBERS OF THE FINANCE COMMITTEE TO OVERSEE AND APPROVE THE
26 ISSUANCE OF DEBT THAT THE AUTHORITY OR SUBSIDIARY COMMISSIONS ISSUE.
27 ARTICLE XV-C
28 THE AUTHORITY SHALL SUBMIT TO THE GOVERNORS OF NEW YORK AND NEW
29 JERSEY, THE TEMPORARY PRESIDENT AND MINORITY LEADER OF THE SENATE AND
30 THE SPEAKER AND MINORITY LEADER OF THE ASSEMBLY OF THE STATE OF NEW
31 YORK, THE PRESIDENT AND MINORITY LEADER OF THE SENATE AND THE SPEAKER
32 AND MINORITY LEADER OF THE GENERAL ASSEMBLY OF THE STATE OF NEW JERSEY,
33 THE NEW YORK STATE COMPTROLLER, AND THE STATE TREASURER OF NEW JERSEY
34 WITHIN 90 DAYS AFTER THE END OF THE AUTHORITY'S FISCAL YEAR, A COMPLETE
35 AND DETAILED REPORT OR REPORTS SETTING FORTH:
36 1. THE AUTHORITY'S OPERATIONS AND ACCOMPLISHMENTS;
37 2. FINANCIAL REPORTS CERTIFIED BY THE CHAIR AND VICE-CHAIR OF THE
38 BOARD, AND THE EXECUTIVE DIRECTOR, DEPUTY EXECUTIVE DIRECTOR AND CHIEF
39 FINANCIAL OFFICER OF THE AUTHORITY, INCLUDING (A) AUDITED FINANCIALS IN
40 ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) AND THE
41 ACCOUNTING STANDARDS ISSUED BY THE GOVERNMENTAL ACCOUNTING STANDARDS
42 BOARD (GASB), (B) GRANT AND SUBSIDY PROGRAMS, (C) OPERATING AND FINAN-
43 CIAL RISKS, (D) CURRENT RATINGS AND NOTICE OF CHANGES, AND (E) LONG-TERM
44 LIABILITIES, INCLUDING LEASES AND EMPLOYEE BENEFIT PLANS;
45 3. THE AUTHORITY'S MISSION STATEMENT;
46 4. A SCHEDULE OF THE AUTHORITY'S BONDS AND NOTES OUTSTANDING AT THE
47 END OF THE AUTHORITY'S FISCAL YEAR, TOGETHER WITH A STATEMENT OF THE
48 AMOUNTS REDEEMED AND INCURRED DURING SUCH FISCAL YEAR AS PART OF A SCHE-
49 DULE OF DEBT ISSUANCE THAT INCLUDES THE DATE OF ISSUANCE, TERM, AMOUNT,
50 INTEREST RATE AND MEANS OF REPAYMENT. ADDITIONALLY, THE DEBT SCHEDULE
51 SHALL ALSO INCLUDE ALL REFINANCINGS, CALLS, REFUNDINGS, DEFEASEMENTS AND
52 INTEREST RATE EXCHANGES OR OTHER SUCH AGREEMENTS, AND FOR ANY DEBT
53 ISSUED DURING THE REPORTING YEAR, THE SCHEDULE SHALL ALSO INCLUDE A
54 DETAILED LIST OF COSTS OF ISSUANCE FOR SUCH DEBT;
A. 8677--B 4
1 5. BIOGRAPHICAL INFORMATION AND TITLE OF COMMISSIONERS AND SENIOR
2 MANAGEMENT, INCLUDING COMPENSATION AND BENEFITS PAID TO COMMISSIONERS
3 AND TO SENIOR STAFF IN ANY AMOUNT;
4 6. THE PROJECTS UNDERTAKEN BY THE AUTHORITY DURING THE PAST YEAR;
5 7. THE AUTHORITY'S CODE OF ETHICS;
6 8. AN ASSESSMENT OF THE EFFECTIVENESS OF THE AUTHORITY'S INTERNAL
7 CONTROL STRUCTURE AND PROCEDURES;
8 9. A DESCRIPTION OF THE AUTHORITY AND ITS BOARD STRUCTURE, INCLUDING
9 (A) NAMES OF COMMITTEES AND COMMITTEE MEMBERS, (B) LISTS OF BOARD MEET-
10 INGS AND ATTENDANCE, (C) DESCRIPTIONS OF MAJOR AUTHORITY UNITS, AND
11 SUBSIDIARIES, AND (D) NUMBER OF EMPLOYEES;
12 10. THE AUTHORITY'S CHARTER AND BY-LAWS;
13 11. A LISTING OF MATERIAL CHANGES IN OPERATIONS AND PROGRAMS;
14 12. AT A MINIMUM A FOUR-YEAR FINANCIAL PLAN, INCLUDING (A) A CURRENT
15 AND PROJECTED CAPITAL BUDGET, AND (B) AN OPERATING BUDGET REPORT,
16 INCLUDING AN ACTUAL VERSUS ESTIMATED BUDGET, WITH AN ANALYSIS AND MEAS-
17 UREMENT OF FINANCIAL AND OPERATING PERFORMANCE;
18 13. THE AUTHORITY'S BOARD PERFORMANCE EVALUATIONS; AND
19 14. A LIST OF ANY PENDING LITIGATION IN WHICH THE AUTHORITY IS
20 INVOLVED AS A PARTY AND RELATED EXPENSES THERETO.
21 THE AUTHORITY SHALL MAKE ACCESSIBLE TO THE PUBLIC, VIA ITS OFFICIAL OR
22 SHARED INTERNET WEB SITE, DOCUMENTATION PERTAINING TO ITS MISSION,
23 CURRENT ACTIVITIES, MOST RECENT ANNUAL FINANCIAL REPORTS, CURRENT YEAR
24 BUDGET AND ITS MOST RECENT INDEPENDENT AUDIT REPORT.
25 ARTICLE XV-D
26 1. A. NOT LESS THAN 30 DAYS PRIOR TO ADOPTION BY THE AUTHORITY OF ANY
27 INCREASE IN ANY FEE, TOLL, CHARGE, OR FARE FOR THE USE OF THE TRANSPOR-
28 TATION FACILITIES OF THE AUTHORITY, OR NOT LESS THAN 15 DAYS PRIOR TO
29 ADOPTION BY THE AUTHORITY OF AN AMENDMENT TO THE PROPOSED FEE, TOLL,
30 CHARGE, OR FARE INCREASE, THE BOARD SHALL CONDUCT AT LEAST 10 PUBLIC
31 HEARINGS.
32 B. NOT LESS THAN ONE PUBLIC HEARING REQUIRED PURSUANT TO PARAGRAPH A
33 OF THIS SUBDIVISION SHALL BE CONDUCTED IN EACH COUNTY IN NEW YORK AND
34 NEW JERSEY DIRECTLY AFFECTED BY THE PROPOSED FEE, TOLL, CHARGE, OR FARE
35 INCREASE, AS DETERMINED BY THE BOARD IN CONSULTATION WITH LOCAL AND
36 STATE OFFICIALS.
37 2. EACH PUBLIC HEARING SHALL BE ATTENDED BY AT LEAST TWO-THIRDS OF THE
38 COMMISSIONERS OF THE AUTHORITY THEN IN OFFICE AT THE TIME OF THE HEARING
39 AND NO MORE THAN ONE PUBLIC HEARING SHALL BE HELD IN A SINGLE DAY.
40 3. AT LEAST ONE-HALF OF THE PUBLIC HEARINGS SHALL BE SCHEDULED TO
41 BEGIN AFTER 6LABOR P.M., EASTERN STANDARD TIME, ON A WEEKDAY.
42 ARTICLE XV-E
43 1. AT EACH MEETING OF THE BOARD AND AT EACH MEETING OF EACH COMMITTEE,
44 THE PUBLIC SHALL BE ALLOTTED A PERIOD OF TIME, NOT LESS THAN 30 MINUTES,
45 TO SPEAK ON ANY TOPIC ON THE AGENDA. THE PUBLIC SPEAKING PERIOD SHALL
46 TAKE PLACE PRIOR TO ANY BOARD OR COMMITTEE ACTION.
47 2. THE AUTHORITY SHALL MAKE AVAILABLE TO THE PUBLIC MEETING AGENDAS
48 AND PUBLIC DOCUMENTS PROVIDED TO THE BOARD AT LEAST 72 HOURS BEFORE EACH
49 MEETING OF THE BOARD AND EACH MEETING OF EACH COMMITTEE. PUBLIC NOTICE
50 OF THE TIME AND PLACE OF A MEETING SHALL BE PROVIDED TO APPROPRIATE
51 MEDIA OUTLETS, SHALL BE CONSPICUOUSLY POSTED IN ONE OR MORE DESIGNATED
52 AREAS AT LEAST 72 HOURS BEFORE SUCH MEETING, AND SHALL BE CONSPICUOUSLY
53 POSTED VIA THE AUTHORITY'S OFFICIAL INTERNET WEBSITE AT LEAST 5 BUSINESS
54 DAYS BEFORE THE MEETING.
55 THE AUTHORITY SHALL MAKE AVAILABLE TO THE PUBLIC SUCH DOCUMENTS IN THE
56 FOLLOWING MANNER: (A) THE AGENDA AND PUBLIC DOCUMENTS PERTAINING TO A
A. 8677--B 5
1 BOARD OR COMMITTEE MEETING SHALL BE AVAILABLE FOR PUBLIC INSPECTION AT
2 AN OFFICE OF THE AUTHORITY; AND (B) THE AGENDA AND PUBLIC DOCUMENTS
3 PERTAINING TO A BOARD OR COMMITTEE MEETING SHALL BE POSTED ON THE
4 AUTHORITY'S OFFICIAL INTERNET WEBSITE. IN ADDITION, THE AUTHORITY SHALL
5 SEND VIA ELECTRONIC MAIL, THE AGENDA AND PUBLIC DOCUMENTS PERTAINING TO
6 A BOARD OR COMMITTEE MEETING TO EACH MEMBER OF THE NEW YORK LEGISLATURE
7 AND THE NEW JERSEY LEGISLATURE.
8 3. MINUTES SHALL BE TAKEN AT ALL OPEN MEETINGS OF THE AUTHORITY. THE
9 MINUTES SHALL CONSIST OF A RECORD OR SUMMARY OF ALL MOTIONS, PROPOSALS,
10 RESOLUTIONS, AND ANY OTHER MATTER FORMALLY VOTED UPON AND THE VOTE THER-
11 EON. MINUTES SHALL BE TAKEN AT EXECUTIVE SESSIONS OF ANY ACTION THAT IS
12 TAKEN BY FORMAL VOTE AND SHALL CONSIST OF A RECORD OR SUMMARY OF THE
13 FINAL DETERMINATION OF SUCH ACTION, AND THE VOTE THEREON; PROVIDED,
14 HOWEVER, THAT SUCH SUMMARY NEED NOT INCLUDE ANY MATTER WHICH IS NOT
15 REQUIRED TO BE MADE PUBLIC BY EITHER NEW YORK'S FREEDOM OF INFORMATION
16 LAW OR NEW JERSEY'S OPEN PUBLIC RECORDS ACT, P.L. 1963, C. 73 (C.47:1A-1
17 ET SEQ.). MINUTES OF EACH MEETING SHALL BE AVAILABLE TO THE PUBLIC WITH-
18 IN 2 WEEKS FROM THE DATE OF SUCH MEETING.
19 ARTICLE XV-F
20 THE BOARD SHALL CONDUCT AT LEAST 10 PUBLIC HEARINGS NOT MORE THAN 90
21 DAYS PRIOR TO THE IMPLEMENTATION OF A TOLL INCREASE ADOPTED BY THE
22 AUTHORITY PRIOR TO THE EFFECTIVE DATE OF THIS ARTICLE IN THE MANNER
23 PRESCRIBED PURSUANT TO ARTICLE XV-D OF THIS SECTION.
24 S 4. This act shall take effect upon the enactment into law by the
25 state of New Jersey of legislation having an identical effect with this
26 act, but if the state of New Jersey shall have already enacted such
27 legislation, this act shall take effect immediately; provided that the
28 board of commissioners of the port authority of New York and New Jersey
29 shall notify the legislative bill drafting commission upon the occur-
30 rence of the enactment of the legislation provided for in sections two
31 and three of this act in order that the commission may maintain an accu-
32 rate and timely effective data base of the official text of the laws of
33 the state of New York in furtherance of effectuating the provisions of
34 section 44 of the legislative law and section 70-b of the public offi-
35 cers law.
