Metra Director Jack Schaffer did not cross an ethical or legal line in forwarding confidential documents to ex-CEO Alex Clifford while Clifford's contract was in limbo this spring, a review concludes.
A brouhaha erupted last week after allegations that Schaffer had possibly leaked privileged information to Clifford that some said helped Clifford gain a $718,000 separation agreement.
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A report by Metra's Acting General Counsel Sue-Ann Rosen said she had not found evidence to indicate Schaffer breached his duties or failed to exhibit care, loyalty and good faith with Metra in communicating with Clifford. The agency's ethics officers also found Schaffer's disclosures likely "had no impact on Clifford's claims or the settlement negotiations," Rosen stated in an email obtained by the Daily Herald.
"I've always tried to be very diligent on the board and I understand my duties and responsibilities," said Schaffer, a former state senator from Cary. "I think Alex Clifford did a good job, but my communications with him were strictly business. It's amusing to me that some people thought I was doing things and I'm sure they were disappointed to find I wasn't."
Metra has been embroiled in controversy since the spring when Clifford issued a memo to the board accusing two top directors who've since resigned of conspiring to oust him because he rejected political pressure over jobs from lawmakers. The memo tangled relations with Clifford and the rest of the board with the exception of Schaffer, the only director to vote against the separation agreement.
Last week, Cook County Commissioner Liz Doody Gorman wrote to Gov. Pat Quinn asking him to set up an investigation into the allegations.
"These email communications between Schaffer and Clifford do not pass the smell test on their face," she wrote. "How much confidential information did Schaffer give to Clifford and did it impact the settlement agreement? We don't know."
However, Rosen's review indicates some of the documents Schaffer passed on to Clifford in March included public information like ordinances and meeting minutes plus documents that had already been copied to the former CEO. It's also noteworthy the exchange occurred before there was knowledge that Clifford might be filing a lawsuit over his contract, her report stated.
Outside attorney Michael Zimmerman also weighed in and stated it appeared Schaffer did not breach his fiduciary duties, noting there was nothing in the documents that should have been kept from Clifford.