32:36-5 Board of commissioners.

5. Board of commissioners.

a. The Commission shall consist of seven commissioners: three from the state of New York, three from the state of New Jersey, and one directly appointed by Amtrak. The commissioner appointed by Amtrak shall serve to represent Amtrak's interest, as owner-operator or user of the Northeast Corridor, in the work to be undertaken by the Commission. The New York commissioners shall be appointed by the state of New York and the New Jersey commissioners shall be appointed by the state of New Jersey in the manner determined pursuant to the laws of each respective state. Any commissioner appointed to the board shall have experience in one or more of the following areas: transportation, public administration, business management, finance, accounting, law, engineering, land use, urban and regional planning, management of large capital projects, labor relations, or have experience in some other area of activity central to the mission of the Commission.

b. The term of each commissioner shall be three years. Each commissioner may be reappointed pursuant to the laws of the state from which the commissioner is appointed or, for the Amtrak appointee, pursuant to any rule or policy adopted by Amtrak. A commissioner may automatically continue to serve following the expiration of that commissioner's term until a successor is appointed and seated unless such action is prohibited by the laws of each respective state or, for the Amtrak appointee, any rule or policy adopted by Amtrak.

c. The governor of New York, governor of New Jersey, and Amtrak may remove a commissioner appointed by such office or entity for inefficiency, neglect of duty, or misconduct in office after giving him or her a copy of the charges against him or her and an opportunity to be heard, in person or by counsel in his or her defense, upon not less than ten days' notice.

d. At the conclusion of a commissioner's term, the commissioner may be reappointed for a successive three-year term at the pleasure of the party who originally appointed that commissioner.

e. In the event that a commissioner ceases to serve before the stated expiration of the commissioner's term, the party that originally appointed the commissioner may appoint a replacement to serve out the remainder of the replaced commissioner's term and thereafter, the vacancy shall be filled as provided for in subsection a. of this section.

f. Commissioners shall serve without compensation, but the Commission may, within the limits of funds appropriated or otherwise made available to it, reimburse commissioners for actual expenses necessarily incurred in the discharge of their official duties.

g. The commissioners from the state of New Jersey and the commissioners from the state of New York shall be indemnified by the state of New Jersey and the state of New York, respectively, to the same extent as such state indemnifies a public officer for any claim or judgment arising out of such public officer's official duties.

h. No commissioner, including a co-chairperson, shall serve as any other officer or employee of the Commission while serving as a commissioner.

i. Oath of Office. The commissioners shall promulgate a commissioner's oath of office in consultation with the chief ethics and compliance officer within ninety days of the effective date of this act. Each commissioner and officer shall also, before entering upon the duties of his or her office, take and subscribe the constitutional oath of office, consistent with the constitutions of both states where practicable, which shall be promulgated within ninety days of the effective date of this act. The oaths of office shall be filed in the office of the Commission within ninety days of such commissioner or officer taking office or ninety days after any such oath of office is promulgated if such promulgation has not occurred.

j. Commissioner Statement. At the time that a commissioner takes and subscribes the commissioner's oath of office, the commissioner shall execute a statement declaring that the commissioner understands the commissioner's independence and fiduciary obligation to perform duties and responsibilities to the best of the commissioner's abilities, in good faith and with proper diligence and care which an ordinarily prudent person in like position would use under similar circumstances and may take into consideration the views and policies of any elected officials or bodies and ultimately apply independent judgment in the best interest of the Commission, its mission, and the public, consistent with this enabling statute, mission, and by-laws of the Commission; and that the fiduciary duty to the Commission is derived from and governed by its mission.

k. Board Training. Individuals appointed to the board shall participate in training approved by the chief ethics and compliance officer regarding their legal, fiduciary, financial and ethical responsibilities as commissioners of the Commission within six months of appointment to the Commission. The commissioners shall participate in continuing training as may be required to remain informed of best practices, regulatory and statutory changes relating to the effective oversight of the management and financial activities of commissions or public authorities and adhere to the highest standards of responsible governance.

l. Recusals.

(1) A commissioner shall not vote on or participate in any board or committee discussions or decisions with respect to an item if the commissioner, a member of the commissioner's immediate family, or a business in which the commissioner has an interest, has a direct or indirect financial involvement that may reasonably be expected to impair the commissioner's objectivity or independent judgement or that may reasonably create the appearance of impropriety. A commissioner shall report such a need for recusal to the general counsel when it arises. The public shall be informed of any recusals prior to any board action and the minutes shall clearly reflect that recusal.

(2) For the purposes of this paragraph:

"Immediate family" means a spouse, parent, child, or sibling.

"Interest" means: if the business organization is a partnership, the commissioner's immediate family is a partner or owner of ten percent or more of the assets of the partnership; or if the business organization is a corporation, the commissioner's immediate family owns or controls ten percent or more of the stock of the corporation, or serves as a director or officer of the corporation.

m. Financial Disclosure.

(1) Notwithstanding any provision of law to the contrary, the commissioners, officers, and employees of the Commission shall file annual financial disclosure statements as provided in this paragraph.

(2)(a) The commissioners appointed by the state of New York pursuant to this act shall file annual financial disclosure statements pursuant to section 73-a of the public officers law.

(b) The commissioners appointed by the state of New Jersey shall file annual financial disclosure statements as required by New Jersey state law or executive order.

(c) The commissioners appointed by Amtrak shall file annual financial disclosure statements consistent with laws, rules, regulations, and policies associated with filings of financial disclosures by Amtrak employees and officers.

(d) Financial disclosures of officers and employees shall, at a minimum, be required of officers and employees who hold policy-making positions as determined by the commission, and officers and employees whose base salary, either in the current or previous year, exceeds $150,000, which shall be adjusted for inflation annually in accordance with the consumer price index for all urban wage earners and clerical workers (CPI-W) as calculated by the federal government.

L.2019, c.195, s.5.