CEO severance controversy puts Metra board in harsh spotlight

The controversy over Metra's approval of a $740,000 severance package for its ousted CEO has cast a harsh spotlight on the commuter rail agency's little-known board of directors.

It's also revived a decades-old question of why Chicago's transportation agencies have appointed boards in the first place, rather than elected ones, like some other big cities.

By state law, the directors of Metra, the CTA, Pace and the Regional Transportation Authority are appointed by public officials — and are commonly referred to as political appointees.

This can be good and bad: Proponents say appointees can make tough decisions — like Metra's biggest-ever fare hike in 2011 — and be insulated from the public's wrath.

But critics say appointees are not necessarily accountable for their actions, like the Metra board's approval of the six-figure golden parachute for outgoing CEO Alex Clifford and, as first reported last week by the Tribune, insertion of a confidentiality provision in the agreement to keep both sides from talking about it.

That decision prompted state Rep. Jack Franks, D-Marengo, and other legislators to call for a hearing so members of Metra's board could explain why they approved the severance agreement and cloaked details of the negotiations in secrecy. No date has been set for the hearing.

Franks said he'd like to replace the four transit boards with a single agency and elected leadership.

"No one would ever design a transportation system like the one we have," Franks said. "They compete against each other for state and federal dollars.

"My ultimate goal is to blow up the present system and do something that makes sense and has accountability."

Meanwhile, Cook County Commissioner Peter Silvestri said he's calling for a meeting of his fellow suburban Cook County commissioners in July at which their appointees on the Metra board would explain their action on the Clifford severance package.

Metra's board voted 9-1 on June 21 to accept Clifford's resignation as CEO and approve the separation agreement in lieu of him completing his three-year contract in February 2014.

Metra and Clifford agreed to a deal giving him a $442,237 buyout, covering salary for the remainder of his $252,500-a-year contract, a severance payment, health insurance and relocation and attorney fees.

Metra also may have to pay Clifford up to $300,000 if he does not find another job within 12 months, according to the agreement.

Franks said he had filed a bill during a previous session to have Metra's board elected, but that effort was thwarted by the agency's former executive director, Phil Pagano, and its lobbyists.

The Clifford departure deal came just as Metra was struggling with a rash of storms that have caused delays and equipment failures and stirred the anger of customers.

A "massive switching failure" Thursday on a rail line near Western Avenue halted several Metra lines for up to 90 minutes.

Some Metra customers said the agency seems out of touch with riders.

"I'm not sure that there needs to be public elections, but there does need to be some more direct mechanism for holding the board accountable to ridership," said longtime Metra rider Chris Naylor of Deerfield.

Metra's directors represent various parts of the six-county RTA region.

Six of Metra's 11 directors are appointed by the chairmen of the boards of the counties of Cook, DuPage, Kane, Lake, McHenry and Will, with the consent of the county boards.

Four directors are appointed by the suburban members of the Cook County Board, on a geographic basis.

One director is appointed by the mayor of Chicago.

The chairman is chosen by a vote of at least eight board members.

Board members are paid $15,000 a year and the chairman receives $25,000.

Board members need not know anything about running a railroad, although one current member is an industry consultant.

Only five board members have ever held elective office, and only two do so currently.

George Ranney, president and CEO of the civic group Metropolis Strategies, played a key role in creating the RTA in the 1970s. At the time, the goal was to appoint members with "strong professional competence" to the new agency, he said.

The CTA had already been in existence for decades. Metra was not formally created until 1983, along with Pace.

Ranney said the goal was to "rise above politics and make the right decisions."

Today, electing the members of Metra's board and the other agencies would be "a travesty," he believes.

What's gone wrong, he argued, is their administration. "The real problem is, Metra's done a lousy job at assuring good leadership over the years," he said.

Ranney and Metropolis Strategies also believe that the RTA has failed to perform its oversight role. The group has campaigned for abolishing the agency and merging its functions with the Chicago Metropolitan Agency for Planning, or CMAP.

Regarding Clifford, Ranney said: "It's just a terrible way to run an organization, to hire somebody and throw him out two years later. They made a mistake then and made a mistake now. The board has to take responsibility."

Unlike Chicago, other large cities' transit authorities have varying degrees of direct public accountability.

In San Francisco, the Bay Area Rapid Transit District is governed by an elected board of nine directors, each representing a specific geographic area.

The Los Angeles County Metropolitan Transportation Authority, commonly referred to as Metro or MTA, has a 13-member board, most of whom are elected officials.

However, these officials are not elected directly to the MTA board itself. For example, five members are Los Angeles County supervisors and four others are council members from cities other than Los Angeles.

The board of the Port Authority of New York and New Jersey, which oversees much of that region's public transportation, provides a different type of accountability.

The Port Authority board is appointed by the governors of each state, but the governors have veto power over the commissioners' actions.

rwronski@tribune.com

Twitter @richwronski

Copyright © 2015, RedEye
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