Authority I. As a result of staff review of Highway Commission activities and responsibilities, the Commission directed staff to prepare rules governing practice and procedure before the Commission. The specific statutory authority for Commission rulemaking for the initial adoption of the rules on December, 1986 is set forth in Sections 43-1-103 and 24-1-126, C.R.S. The purpose of these rules is to set forth provisions governing the Commission's actions and administrative practice before the Commission.

II. As a result of statutory changes, the Transportation Commission of Colorado directed staff to commence the process of amending rules governing practice and procedure before the Commission. The specific statutory authority under which the Transportation Commission of Colorado amends the rules is contained in 43-1-106(6) and 43-1-106(8) (k), C.R.S. The Statement of Basis, Specific Statutory Authority and Purpose for the November 21, 1991 Rulemaking to amend the Rules is incorporated herein by reference, and is available upon request from:

The Transportation Commission of Colorado 4201 East Arkansas Avenue, Room 270 Denver, Colorado 80222 Section 1 - Definitions a. Ad Hoc Committee shall mean a committee created by the Commission for the purpose of addressing a specific need of a non-continuous nature.

b. Commission shall mean the Transportation Commission of Colorado. c. Department shall mean the Colorado Department of Transportation. d. Executive Director shall mean the Executive Director of the Colorado Department of Transportation. e. Headquarters shall mean 4201 East Arkansas Avenue, Denver, Colorado 80222. f. Secretary shall mean the Secretary of the Transportation Commission of Colorado. g. Standing Committee shall mean a committee created by the Commission to address a general need of a continuous nature.

h. State shall mean the State of Colorado.

Section 2 - Commission Members - Elections - Appointments - Successions a. The Commission consists of eleven members, appointed by the Governor with the consent of the Senate for terms of four years. Each Commissioner shall reside in the district the Commissioner represents.

b. All members of the Commission shall take an oath of office prescribed by the constitution of the state for state officers and the oath shall be filed by the Secretary in the Office of the Secretary of State.

c. The members of the Commission and their successors shall constitute a body corporate to be known as the “Transportation Commission of Colorado”; shall have the power to adopt and use a common seal and to change and alter such seal at will; and shall have and exercise all powers necessarily incident to a body corporate.

d. Annual election of officers shall be the first order of business at the Commission's regular August meeting.

e. The Commission shall elect a Chairman, Vice Chairman and Secretary to serve for one year or until successors are elected.

f. The Commission may create Standing Committees by full consent of the Commission as it deems necessary. As part of the annual election of officers, members shall be appointed by the Chairman, with the consent of the full Commission, to all existing Standing Committees; members so appointed shall serve for one year or until their successors are appointed. The Commission has created the following Standing Committees:

(1) The Audit Review Committee (ARC), which shall be comprised of at least three members of the Commission who shall meet periodically with executive management and the Audit Director to review audits, reports and activities of the internal Audit Division. Any Commissioner may refer an audit or a report to the full Commission for consideration. (2) The Disadvantaged Business Enterprises (DBE) Committee, which shall be comprised of at least four members of the Commission who shall meet periodically with executive management and the DBE Program Administrator to review the DBE program. (3) The Safety Committee, which shall be comprised of at least four members of the Commission who shall meet periodically with executive management to review the safety program. g. The Chairman, with the consent of a majority of the Commission members, may appoint ad hoc committees as deemed necessary to provide for the efficient conduct of the Commission's business; such committees shall serve at the pleasure of the Chairman. h. The Commission shall define the succession of administrative officers for the Department. i. The Chairman shall preside at all meetings of the Commission. The Chairman shall be a member of the Commission.

j. The Vice Chairman, in the absence or disability of the Chairman shall perform the duties of the Chairman. The Vice Chairman shall be a member of the Commission. k. In the absence or disability of the Chairman or Vice Chairman, the Commission shall elect from its members present a Chairman Pro Tempore who shall perform the duties of the Chairman for that meeting.

l. The Secretary shall assist the Chairman in conducting the meetings of the Commission and shall keep the books and records of the Commission. The Secretary shall be a member of the Department staff.

Section 3 - Commissioner Attendance a. Each Commissioner is encouraged to attend the following: 1. All meetings and hearings of the Commission.

2. All meetings or gatherings of private groups or associations at which Commission representation is requested.

3. All organized official field trips of the Commission. 4. All meetings of the Department and private companies, groups or governmental entities which the Commissioner attends at the request of the Chairman or the Executive Director. 5. All Commission meetings with Legislators, the Joint Budget Committee, the House Transportation and Energy Committee, and the Senate Transportation Committee. 6. All meetings of any standing or ad hoc committee to which the Commissioner is appointed. 7. All meetings a Commissioner is assigned to attend as a representative of the Commission. b. All absences of Commissioners from all or any portion of a meeting or hearing shall be noted by the Secretary in the minutes of any meeting or hearing of the Commission. Commissioners are encouraged to notify the Secretary in advance of any meeting or hearing if they will be unable to attend or if they will be absent from a portion of the meeting or hearing. Any such prenotification of a Commissioner's absence will be so noted in the minutes. c. If a Commissioner does not answer roll call at the beginning of the meeting, that Commissioner shall be deemed absent until and unless any late arrival is noted in the minutes. The Secretary of the Commission shall note the time of any late arrival of any Commissioner in the minutes. Section 4 - Meetings - Place - Notice a. Except as provided in this section, regular meetings of the Commission shall be held on the third Thursday of each month and no less than eight times a year, and notice to the public will be given as provided for in Part 4, Article 6 of Title 24, C.R.S., of the Colorado Sunshine Act of 1972. (24-6- 402 C.R.S.)

b. A schedule of regular meetings of the Commission shall be established and adopted each December for the upcoming year. By Commission action any such scheduled meeting may be canceled or rescheduled.

c. Public notice of the regular meeting date and proposed agenda shall be posted by the Secretary ten days prior to the meeting at the front entrance of the headquarters and at other public locations deemed appropriate by the Secretary to provide notice to the public; however, in the case of a special meeting or emergency, notice shall be given as provided for in this section. Distribution of notice by mail shall be as deemed appropriate by the Secretary. d. The Chairman of the Commission may propose postponement or advancement of the time and date of any regular meeting for Commission action and the Chairman may remove items from the agenda or rearrange the order of the agenda items.

e. Special meetings may be called by the Governor, the Executive Director, the Chairman or a majority of the members of the Commission with notice as provided in this section. f. A notice to the Commission shall be placed in the mail by the Secretary no less than three days prior to date of any special meeting. However in case of emergency, a 24-hour notice shall be given by telephone or telegraph.

g. The Commission meetings shall be held at headquarters or at other locations throughout the state. Pursuant to §24-3.5-101, C.R.S., the Commission will consider holding one-third of its meetings outside the Denver area to enable persons throughout the state to attend its meetings and express their opinions to the Commission.

h. Upon the affirmative vote of two-thirds of its members, the Commission may hold an Executive Session at a regular or special meeting for the sole purpose of considering any of the matters described in §24-6-402(2.3) and (2.5), C.R.S., as amended. The Secretary shall generally identify in the public notice of the meeting the matter(s) to be considered by the Commission in Executive Session, and the Chairman shall announce the general topic of the Executive Session prior to the time the session is convened.

Section 5 - Conduct of Meetings - Matters Coming Before the Commission a. In any lawsuit or proceedings, all meetings of the Commission shall be presumed to have been duly called and regularly held.

b. Except for matters to be considered by the Commission in Executive Session pursuant to §24-6- 402(2.3), C.R.S. all meetings of the Commission shall be open to the public and shall be conducted by the Chairman generally under Robert's Rules of Order, but may proceed on an informal basis.

c. Except under emergency circumstances, ten days prior to any meeting, the Secretary will mail to the Commission copies of material pertaining to items that require action. d. A quorum of the Commission shall be six members. If a quorum of the Commission is present, a majority vote of the members present shall be required to carry any motion, order, regulation or other action of the Commission.

e. All formal action of the Commission shall be by resolution adopted at a regular or special meeting of the Commission as required by statute.

f. All resolutions originated by Department staff must be approved as to legality and form by the Chief Transportation Counsel or designee before being accepted as an action item on a Commission meeting agenda.

g. Persons or groups wishing to make a presentation at a Commission meeting or hearing may make a request to be placed on the agenda by contacting the Secretary in writing at 4201 East Arkansas Avenue, Room 270, Denver, Colorado 80222 at least 17 days prior to the meeting. The public is encouraged to participate at these meetings.

h. Items which are not included or identified as action items in the public notice of the Commission meeting agenda may, nonetheless, be considered by the Commission for action at the noticed meeting on an emergency basis, provided that the items must be approved for action by either the Chairman or a majority of the Commissioners and that the Secretary must post public notice of such additional action items not less than 24 hours before the start of the meeting in which the Commission will consider the items for action.

Section 6 - Records - Minutes a. All meetings of the Commission shall be electronically recorded. The tapes shall be kept permanently by the Secretary.

b. The Secretary shall make and maintain minutes of all Commission meetings. Minutes shall be written in the order in which the issues were considered at the meeting, shall be prepared promptly, and shall be open to public inspection. Minutes of each meeting shall state, by name, the Commissioners that are either present or absent and all Department management that are present.

c. Minutes shall include all matters considered and action taken, if any, but need not be a verbatim transcript. The minutes shall reflect the number of yea and nay votes on each action item and shall state by name the Commissioners voting yea or nay, if there is a division of the vote. d. Minutes of any meeting shall be approved, rejected or modified at the next regular meeting. After approval or modification, minutes shall be signed by the Secretary and made a part of the Commission's records. A copy of the signed minutes of any Commission meeting shall be available to the public upon request, pursuant to §24-72-201 to 206, C.R.S., as amended. e. The minutes and records of the Commission, books of account, and the seal of the Commission shall be kept in the office of the Secretary and shall be open to public inspection. f. The Secretary will furnish sign-in sheets for all meetings of the Commission. They will be available at the door of the meeting room. The sign-in sheets shall be filed with the secretary of state by the Secretary after the meeting in conformity with statutes. Section 7 - Compensation - Reimbursement for Expenditures a. The Commission shall adopt, for its own guidance, a policy establishing reimbursement levels for necessary expenses pertaining to official activities of Commission members. b. Each member of the Commission shall receive the compensation authorized by statute for each regular or special Commission meeting actually attended and shall also be reimbursed for necessary expenses incurred in the discharge of each member's official duties. Mileage rates for necessary travel shall be computed in accordance with §24-9-104 C.R.S., as amended. Other necessary expenses shall be reimbursed in accordance with Fiscal Rules and Commission policy. Section 8 - Standards of Conduct - Conflict of Interest - Disclosure I. A conflict of interest occurs whenever a Commissioner has privileged information or a financial interest which may influence or be reasonably perceived by the public as influencing the conduct of the Commissioner.

II. A Commissioner holds a position of public trust and has a fiduciary duty to carry out his duties for the benefit of the people of the state in a manner consistent with the applicable standards of conduct of §§24-18-101 through 24-18-205, C.R.S., as amended. Each Commissioner shall comply with such standards, as follow:

a. A Commissioner shall not perform an official act with may have a direct economic benefit on a business or other undertaking in which he has a direct or substantial financial interest. b. “Financial interest” means an interest held by an individual which is: (1) An ownership interest in a business;

(2) A creditor interest in an insolvent business;

(3) An employment or a prospective employment for which negotiations have begun; (4) An ownership interest in real or personal property; (5) A loan or any other debtor interest; or (6) A directorship or officership in a business.

c. However, a Commissioner may, prior to acting in a manner described above which may impinge on his fiduciary duty and the public trust, disclose the nature of his private interest in writing to the secretary of state, listing the amount of his financial interest, if any, the purpose and duration of his services rendered, if any, and the compensation received for the services or such other information as is necessary to describe his interest. If he then performs the official act involved, he shall state for the record the fact and summary nature of the interest disclosed at the time of performing the act. III. Each member of the Commission shall make financial disclosure each January of any interest held by the Commissioner or the Commissioner's immediate family that might conflict with the Commissioner's duties. The financial disclosure shall be made on the form prescribed for that purpose and shall be filed with the Commission's Secretary. Section 9 - Adoption of Rules and Regulations a. All Rulemaking proceedings authorized by law to be conducted by the Commission, or by a designee on behalf of the Commission, shall be conducted in accordance with the State Administrative Procedure Act (APA), Sections 24-4-101 et seq., C.R.S., as amended, except as provided herein. 1. The Commission may adopt a rule on a temporary or emergency basis without complying with the notice and hearing requirements of the APA if the Commission finds that immediate adoption of the rule is imperatively necessary to comply with a state or federal law or federal regulation or is imperatively necessary for the preservation of public health, safety and welfare. Although the §24-4-103(3)(a) APA notice requirements may be waived in emergency rule promulgation. The Commission shall comply with the notice provisions contained in section 4 of the Rules which are applicable to all Commission actions, including emergency Rulemaking. Such temporary or emergency rules shall have effect for not more than three months unless they are adopted on a permanent basis. 2. For permanent Rulemaking, after publication of a notice of the date, time and location, and either the terms or substance of the rules, or a description of the subjects and issues involved, either the Commission or the Commission's designee shall hold a public hearing to afford interested persons an opportunity to submit written data, views or oral argument regarding the rule.

Section 10 - Commission Adjudicatory Hearings Adjudicatory hearings may be conducted by the Commission on any issues within the Commission's jurisdiction or the hearing may be delegated by the Commission either to an Administrative Law Judge, in the Division of Administrative Hearings, Department of Administration, or to the Department of Transportation's Executive Director to act as the Hearing Officer. Hearings shall be conducted in accordance with the State Administrative Procedure Act (APA) Sections 24-4-101 et seq. C.R.S., unless the Commission's or the Department of Transportation's enabling legislation provides otherwise. Section 11 - Review of Department Adjudicatory Hearings In cases where the Department conducts adjudicatory hearings, either through the Executive Director or his designee, which may be but shall not be limited to the Chief Engineer or an Administrative Law Judge. The Executive Director shall file a written report with the Commission for review setting forth the evidence and the findings and the application of the findings to statutes and rules. Upon review, the Commission may then sustain findings or make new findings based upon the record.