Bill Text: NY A08677 | 2011-2012 | General Assembly | Amended
NOTE: There are more recent revisions of this legislation. Read Latest Draft
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
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--A 2011-2012 Regular Sessions I N A S S E M B L Y October 27, 2011 ___________ Introduced by M. of A. CUSICK -- 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 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 17 with the intent, on the part of the board members present, to discuss or 18 act as a unit upon the specific public business of the authority. "Meet- 19 ing" does not mean a gathering (1) attended by less than an effective 20 majority of the board, or (2) attended by or open to all the members of EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets [ ] is old law to be omitted. LBD09602-04-1 A. 8677--A 2 1 three or more similar public bodies at a convention or similar gather- 2 ing. 3 [c.] "Public business" mean matters which relate in any way, directly 4 or indirectly, to the performance of the functions of the port authority 5 of New York and New Jersey or the conduct of its business. 6 3. The board shall adopt and promulgate appropriate rules and regu- 7 lations concerning the right of the public to be present at meetings of 8 the authority. The board may incorporate in its rules and regulations 9 conditions under which it may exclude the public from a meeting or a 10 portion thereof. 11 Any rules or regulations adopted hereunder shall become a part of the 12 minutes of the port authority of New York and New Jersey and shall be 13 subject to the approval of the governor of New Jersey and the governor 14 of New York. 15 THE BOARD SHALL MAKE OR CAUSE TO BE MADE ALL REASONABLE EFFORTS TO 16 ENSURE THAT MEETINGS ARE HELD IN FACILITIES THAT PERMIT BARRIER-FREE 17 PHYSICAL ACCESS TO THE PHYSICALLY HANDICAPPED. IF AND WHEN THE BOARD 18 USES VIDEO CONFERENCING OR SIMILAR TECHNOLOGY TO CONDUCT ITS MEETING, IT 19 SHALL PROVIDE AN OPPORTUNITY FOR THE PUBLIC TO ATTEND, LISTEN, AND 20 OBSERVE AT ANY SITE AT WHICH A MEMBER PARTICIPATES. 21 S 3. Section 1 of chapter 154 of the laws of 1921, providing for the 22 establishment of the Port of New York Authority, is amended by adding 23 five new articles XV-B, XV-C, XV-D, XV-E and XV-F to read as follows: 24 ARTICLE XV-B 25 1. THE BOARD SHALL: 26 A. EXECUTE DIRECT OVERSIGHT OF THE AUTHORITY'S CHIEF EXECUTIVE AND 27 OTHER SENIOR MANAGEMENT IN THE EFFECTIVE AND ETHICAL MANAGEMENT OF THE 28 AUTHORITY; 29 B. UNDERSTAND, REVIEW, AND MONITOR THE IMPLEMENTATION OF FUNDAMENTAL 30 FINANCIAL AND MANAGEMENT CONTROLS AND OPERATIONAL DECISIONS OF THE 31 AUTHORITY; 32 C. ESTABLISH POLICIES REGARDING THE PAYMENT OF SALARY AND OVERTIME, 33 REIMBURSEMENTS, AND OTHER COMPENSATION TO, AND ESTABLISH RULES FOR THE 34 TIME AND ATTENDANCE OF, ALL OFFICERS AND EMPLOYEES OF THE AUTHORITY; 35 D. REQUIRE EACH BOARD MEMBER, AT THE TIME THAT THE BOARD MEMBER TAKES 36 AND SUBSCRIBES THE OATH OF OFFICE, OR WITHIN 60 DAYS AFTER THE EFFECTIVE 37 DATE OF THIS ARTICLE IF THE MEMBER HAS ALREADY TAKEN AND SUBSCRIBED THE 38 OATH OF OFFICE, TO EXECUTE A STATEMENT, IN SUCH FORM AS THE ATTORNEYS 39 GENERAL OF NEW YORK AND NEW JERSEY SHALL JOINTLY PRESCRIBE, IN WHICH THE 40 BOARD MEMBER DECLARES THAT THE MEMBER UNDERSTANDS THE MEMBER'S INDEPEND- 41 ENCE AND FIDUCIARY DUTIES, INCLUDING THE MEMBER'S DUTY OF LOYALTY AND 42 CARE TO THE AUTHORITY AND COMMITMENT TO THE AUTHORITY'S MISSION; 43 E. REQUIRE THAT A NEEDS ASSESSMENT BE CONDUCTED BY AN INDEPENDENT 44 ENTITY PRIOR TO ANY PROPOSED INCREASE IN FEES, TOLLS, CHARGES, OR FARES; 45 AND 46 F. REQUIRE AN EFFICIENCY STUDY BE CONDUCTED BY AN EFFICIENCY EXPERT ON 47 AN ANNUAL BASIS TO IDENTIFY ANY WASTE OR ABUSE INVOLVING THE AUTHORITY. 48 2. THE BOARD SHALL ESTABLISH AN AUDIT COMMITTEE TO BE COMPRISED OF NOT 49 LESS THAN THREE BOARD MEMBERS, WHO SHALL CONSTITUTE A MAJORITY ON THE 50 COMMITTEE, AND WHO SHALL POSSESS THE NECESSARY SKILLS TO UNDERTAKE THE 51 DUTIES AND FUNCTIONS OF THE AUDIT COMMITTEE. THE COMMITTEE SHALL RECOM- 52 MEND TO THE BOARD THE HIRING OF AN INDEPENDENT FIRM OF CERTIFIED PUBLIC 53 ACCOUNTANTS TO AUDIT THE AUTHORITY, ESTABLISH THE COMPENSATION TO BE 54 PAID TO THE ACCOUNTING FIRM, AND PROVIDE DIRECT OVERSIGHT OF THE ANNUAL 55 INDEPENDENT FINANCIAL AUDIT PERFORMED BY THE ACCOUNTING FIRM HIRED FOR 56 SUCH AUDITING PURPOSES. MEMBERS OF THE AUDIT COMMITTEE SHALL BE FAMILIAR A. 8677--A 3 1 WITH CORPORATE FINANCIAL AND ACCOUNTING PRACTICES AND SHALL BE OR BECOME 2 FINANCIALLY LITERATE ABOUT APPLICABLE FINANCIAL LAWS, RULES, REGU- 3 LATIONS, AND STANDARD INDUSTRY PRACTICES. 4 3. THE BOARD SHALL ESTABLISH A GOVERNANCE COMMITTEE TO BE COMPRISED OF 5 NOT LESS THAN THREE BOARD MEMBERS, WHO SHALL CONSTITUTE A MAJORITY ON 6 THE COMMITTEE, AND WHO SHALL POSSESS THE NECESSARY SKILLS TO UNDERTAKE 7 THE DUTIES AND FUNCTIONS OF THE GOVERNANCE COMMITTEE. IT SHALL BE THE 8 RESPONSIBILITY OF THE MEMBERS OF THE GOVERNANCE COMMITTEE TO KEEP THE 9 BOARD INFORMED OF CURRENT BEST GOVERNANCE PRACTICES; TO REVIEW CORPORATE 10 GOVERNANCE TRENDS; TO UPDATE THE AUTHORITY'S CORPORATE GOVERNANCE PRIN- 11 CIPLES; TO ADVISE APPOINTING AUTHORITIES ON THE SKILLS AND EXPERIENCE 12 REQUIRED OF POTENTIAL BOARD MEMBERS; TO EXAMINE ETHICAL AND CONFLICT OF 13 INTEREST ISSUES; TO PERFORM BOARD SELF-EVALUATIONS; TO INVESTIGATE TERM 14 LIMITS, REAPPOINTMENTS AND BOARD RESPONSIBILITIES; TO DEVELOP BY-LAWS 15 WHICH INCLUDE RULES AND PROCEDURES FOR CONDUCT OF BOARD BUSINESS; AND TO 16 MAKE RECOMMENDATIONS FOR NEW COMMISSIONERS. 17 4. THE BOARD SHALL ESTABLISH A FINANCE COMMITTEE TO BE COMPRISED OF 18 NOT LESS THAN THREE BOARD MEMBERS, WHO SHALL CONSTITUTE A MAJORITY ON 19 THE COMMITTEE, AND WHO SHALL POSSESS THE NECESSARY SKILLS TO UNDERTAKE 20 THE DUTIES AND FUNCTIONS OF THE COMMITTEE. IT SHALL BE THE RESPONSIBIL- 21 ITY OF THE MEMBERS OF THE FINANCE COMMITTEE TO OVERSEE AND APPROVE THE 22 ISSUANCE OF DEBT THAT THE AUTHORITY OR SUBSIDIARY COMMISSIONS ISSUE. 23 ARTICLE XV-C 24 THE AUTHORITY SHALL SUBMIT TO THE GOVERNORS OF NEW YORK AND NEW 25 JERSEY, THE TEMPORARY PRESIDENT AND MINORITY LEADER OF THE SENATE AND 26 THE SPEAKER AND MINORITY LEADER OF THE ASSEMBLY OF THE STATE OF NEW 27 YORK, THE PRESIDENT AND MINORITY LEADER OF THE SENATE AND THE SPEAKER 28 AND MINORITY LEADER OF THE GENERAL ASSEMBLY OF THE STATE OF NEW JERSEY, 29 THE NEW YORK STATE COMPTROLLER, AND THE STATE TREASURER OF NEW JERSEY 30 WITHIN 90 DAYS AFTER THE END OF THE AUTHORITY'S FISCAL YEAR, A COMPLETE 31 AND DETAILED REPORT OR REPORTS SETTING FORTH: 32 1. THE AUTHORITY'S OPERATIONS AND ACCOMPLISHMENTS; 33 2. FINANCIAL REPORTS CERTIFIED BY THE CHAIR AND VICE-CHAIR OF THE 34 BOARD, AND THE EXECUTIVE DIRECTOR, DEPUTY EXECUTIVE DIRECTOR AND CHIEF 35 FINANCIAL OFFICER OF THE AUTHORITY, INCLUDING (A) AUDITED FINANCIALS IN 36 ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) AND THE 37 ACCOUNTING STANDARDS ISSUED BY THE GOVERNMENTAL ACCOUNTING STANDARDS 38 BOARD (GASB), (B) GRANT AND SUBSIDY PROGRAMS, (C) OPERATING AND FINAN- 39 CIAL RISKS, (D) CURRENT RATINGS AND NOTICE OF CHANGES, AND (E) LONG-TERM 40 LIABILITIES, INCLUDING LEASES AND EMPLOYEE BENEFIT PLANS; 41 3. THE AUTHORITY'S MISSION STATEMENT; 42 4. A SCHEDULE OF THE AUTHORITY'S BONDS AND NOTES OUTSTANDING AT THE 43 END OF THE AUTHORITY'S FISCAL YEAR, TOGETHER WITH A STATEMENT OF THE 44 AMOUNTS REDEEMED AND INCURRED DURING SUCH FISCAL YEAR AS PART OF A SCHE- 45 DULE OF DEBT ISSUANCE THAT INCLUDES THE DATE OF ISSUANCE, TERM, AMOUNT, 46 INTEREST RATE AND MEANS OF REPAYMENT. ADDITIONALLY, THE DEBT SCHEDULE 47 SHALL ALSO INCLUDE ALL REFINANCINGS, CALLS, REFUNDINGS, DEFEASEMENTS AND 48 INTEREST RATE EXCHANGES OR OTHER SUCH AGREEMENTS, AND FOR ANY DEBT 49 ISSUED DURING THE REPORTING YEAR, THE SCHEDULE SHALL ALSO INCLUDE A 50 DETAILED LIST OF COSTS OF ISSUANCE FOR SUCH DEBT; 51 5. BIOGRAPHICAL INFORMATION AND TITLE OF COMMISSIONERS AND SENIOR 52 MANAGEMENT, INCLUDING COMPENSATION AND BENEFITS PAID TO COMMISSIONERS 53 AND TO SENIOR STAFF IN ANY AMOUNT; 54 6. THE PROJECTS UNDERTAKEN BY THE AUTHORITY DURING THE PAST YEAR; 55 7. THE AUTHORITY'S CODE OF ETHICS; A. 8677--A 4 1 8. AN ASSESSMENT OF THE EFFECTIVENESS OF THE AUTHORITY'S INTERNAL 2 CONTROL STRUCTURE AND PROCEDURES; 3 9. A DESCRIPTION OF THE AUTHORITY AND ITS BOARD STRUCTURE, INCLUDING 4 (A) NAMES OF COMMITTEES AND COMMITTEE MEMBERS, (B) LISTS OF BOARD MEET- 5 INGS AND ATTENDANCE, (C) DESCRIPTIONS OF MAJOR AUTHORITY UNITS, AND 6 SUBSIDIARIES, AND (D) NUMBER OF EMPLOYEES; 7 10. THE AUTHORITY'S CHARTER AND BY-LAWS; 8 11. A LISTING OF MATERIAL CHANGES IN OPERATIONS AND PROGRAMS; 9 12. AT A MINIMUM A FOUR-YEAR FINANCIAL PLAN, INCLUDING (A) A CURRENT 10 AND PROJECTED CAPITAL BUDGET, AND (B) AN OPERATING BUDGET REPORT, 11 INCLUDING AN ACTUAL VERSUS ESTIMATED BUDGET, WITH AN ANALYSIS AND MEAS- 12 UREMENT OF FINANCIAL AND OPERATING PERFORMANCE; 13 13. THE AUTHORITY'S BOARD PERFORMANCE EVALUATIONS; AND 14 14. A DESCRIPTION OF ANY PENDING LITIGATION IN WHICH THE AUTHORITY IS 15 INVOLVED AS A PARTY AND RELATED EXPENSES THERETO. 16 THE AUTHORITY SHALL MAKE ACCESSIBLE TO THE PUBLIC, VIA ITS OFFICIAL OR 17 SHARED INTERNET WEB SITE, DOCUMENTATION PERTAINING TO ITS MISSION, 18 CURRENT ACTIVITIES, MOST RECENT ANNUAL FINANCIAL REPORTS, CURRENT YEAR 19 BUDGET AND ITS MOST RECENT INDEPENDENT AUDIT REPORT. 20 ARTICLE XV-D 21 1. A. NOT LESS THAN 30 DAYS PRIOR TO ADOPTION BY THE AUTHORITY OF ANY 22 INCREASE IN ANY FEE, TOLL, CHARGE, OR FARE FOR THE USE OF THE TRANSPOR- 23 TATION FACILITIES OF THE AUTHORITY, OR NOT LESS THAN 15 DAYS PRIOR TO 24 ADOPTION BY THE AUTHORITY OF AN AMENDMENT TO THE PROPOSED FEE, TOLL, 25 CHARGE, OR FARE INCREASE, THE BOARD SHALL CONDUCT AT LEAST 10 PUBLIC 26 HEARINGS. 27 B. NOT LESS THAN ONE PUBLIC HEARING REQUIRED PURSUANT TO PARAGRAPH A 28 OF THIS SUBDIVISION SHALL BE CONDUCTED IN EACH COUNTY IN NEW YORK AND 29 NEW JERSEY DIRECTLY AFFECTED BY THE PROPOSED FEE, TOLL, CHARGE, OR FARE 30 INCREASE, AS DETERMINED BY THE BOARD IN CONSULTATION WITH LOCAL AND 31 STATE OFFICIALS. 32 2. EACH PUBLIC HEARING SHALL BE ATTENDED BY ALL OF THE COMMISSIONERS 33 OF THE AUTHORITY THEN IN OFFICE AT THE TIME OF THE HEARING AND NO MORE 34 THAN ONE PUBLIC HEARING SHALL BE HELD IN A SINGLE DAY. 35 3. AT LEAST ONE-HALF OF THE PUBLIC HEARINGS SHALL BE SCHEDULED TO 36 BEGIN AFTER 6LABOR P.M., EASTERN STANDARD TIME, ON A WEEKDAY. 37 ARTICLE XV-E 38 1. AT EACH MEETING OF THE BOARD AND AT EACH MEETING OF EACH COMMITTEE, 39 THE PUBLIC SHALL BE ALLOTTED A PERIOD OF TIME, NOT LESS THAN 30 MINUTES, 40 TO SPEAK ON ANY TOPIC ON THE AGENDA. THE PUBLIC SPEAKING PERIOD SHALL 41 TAKE PLACE PRIOR TO ANY BOARD OR COMMITTEE ACTION. 42 2. THE AUTHORITY SHALL MAKE AVAILABLE TO THE PUBLIC MEETING AGENDAS 43 AND PUBLIC DOCUMENTS PROVIDED TO THE BOARD AT LEAST 5 BUSINESS DAYS 44 BEFORE EACH MEETING OF THE BOARD AND EACH MEETING OF EACH COMMITTEE. 45 PUBLIC NOTICE OF THE TIME AND PLACE OF A MEETING SHALL BE PROVIDED TO 46 APPROPRIATE MEDIA OUTLETS, SHALL BE CONSPICUOUSLY POSTED IN ONE OR MORE 47 DESIGNATED AREAS AT LEAST 72 HOURS BEFORE SUCH MEETING, AND SHALL BE 48 CONSPICUOUSLY POSTED VIA THE AUTHORITY'S OFFICIAL INTERNET WEBSITE AT 49 LEAST 5 BUSINESS DAYS BEFORE THE MEETING. 50 THE AUTHORITY SHALL MAKE AVAILABLE TO THE PUBLIC SUCH DOCUMENTS IN THE 51 FOLLOWING MANNER: (A) THE AGENDA AND PUBLIC DOCUMENTS PERTAINING TO A 52 BOARD OR COMMITTEE MEETING SHALL BE AVAILABLE FOR PUBLIC INSPECTION AT 53 AN OFFICE OF THE AUTHORITY; AND (B) THE AGENDA AND PUBLIC DOCUMENTS 54 PERTAINING TO A BOARD OR COMMITTEE MEETING SHALL BE POSTED ON THE 55 AUTHORITY'S OFFICIAL INTERNET WEBSITE. IN ADDITION, THE AUTHORITY SHALL 56 SEND VIA ELECTRONIC MAIL, THE AGENDA AND PUBLIC DOCUMENTS PERTAINING TO A. 8677--A 5 1 A BOARD OR COMMITTEE MEETING TO EACH MEMBER OF THE NEW YORK LEGISLATURE 2 AND THE NEW JERSEY LEGISLATURE. 3 3. MINUTES SHALL BE TAKEN AT ALL OPEN MEETINGS OF THE AUTHORITY. THE 4 MINUTES SHALL CONSIST OF A RECORD OR SUMMARY OF ALL MOTIONS, PROPOSALS, 5 RESOLUTIONS, AND ANY OTHER MATTER FORMALLY VOTED UPON AND THE VOTE THER- 6 EON. MINUTES SHALL BE TAKEN AT EXECUTIVE SESSIONS OF ANY ACTION THAT IS 7 TAKEN BY FORMAL VOTE AND SHALL CONSIST OF A RECORD OR SUMMARY OF THE 8 FINAL DETERMINATION OF SUCH ACTION, AND THE VOTE THEREON; PROVIDED, 9 HOWEVER, THAT SUCH SUMMARY NEED NOT INCLUDE ANY MATTER WHICH IS NOT 10 REQUIRED TO BE MADE PUBLIC BY EITHER NEW YORK'S FREEDOM OF INFORMATION 11 LAW OR NEW JERSEY'S OPEN PUBLIC RECORDS ACT, P.L. 1963, C. 73 (C.47:1A-1 12 ET SEQ.). MINUTES OF EACH MEETING SHALL BE AVAILABLE TO THE PUBLIC WITH- 13 IN 2 WEEKS FROM THE DATE OF SUCH MEETING. 14 ARTICLE XV-F 15 NOT MORE THAN 90 DAYS PRIOR TO THE IMPLEMENTATION OF A TOLL INCREASE 16 ADOPTED BY THE AUTHORITY PRIOR TO THE EFFECTIVE DATE OF THIS ARTICLE, 17 THE BOARD SHALL CONDUCT AT LEAST 10 PUBLIC HEARINGS CONCERNING THE 18 ADOPTED TOLL INCREASE IN THE MANNER PRESCRIBED PURSUANT TO ARTICLE XV-D 19 OF THIS SECTION. 20 S 4. This act shall take effect upon the enactment into law by the 21 state of New Jersey of legislation having an identical effect with this 22 act, but if the state of New Jersey shall have already enacted such 23 legislation, this act shall take effect immediately; provided that the 24 board of commissioners of the port authority of New York and New Jersey 25 shall notify the legislative bill drafting commission upon the occur- 26 rence of the enactment of the legislation provided for in sections two 27 and three of this act in order that the commission may maintain an accu- 28 rate and timely effective data base of the official text of the laws of 29 the state of New York in furtherance of effectuating the provisions of 30 section 44 of the legislative law and section 70-b of the public offi- 31 cers law.