[Federal Register Volume 86, Number 31 (Thursday, February 18, 2021)]
[Rules and Regulations]
[Pages 10011-10015]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-00485]


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POSTAL SERVICE

39 CFR Parts 2, 3, 4, 6, 7, and 10


Bylaws of the Board of Governors of the United States Postal 
Service

AGENCY: Postal ServiceTM.

ACTION: Final rule.

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SUMMARY: The Bylaws of the Board of Governors are being amended to 
address a variety of issues. Many of the amendments are designed to 
clarify, in both form and substance, existing provisions, and also to 
increase their accuracy and align them to current practice. Additions 
and deletions have also been made to better conform the Bylaws to 
existing law.

DATES: This rule is effective as of February 18, 2021.

FOR FURTHER INFORMATION CONTACT: Michael J. Elston, Secretary of the 
Board of Governors, [email protected], 202-268-4800.

SUPPLEMENTARY INFORMATION:

Background

    On November 13, 2020, the Board of Governors approved the following 
amendments to its Bylaws to address a

[[Page 10012]]

variety of issues. Many of the amendments are designed to clarify, in 
both form and substance, existing provisions, and also to increase 
their accuracy and align them to current practice. Additions and 
deletions have also been made to better conform the Bylaws to existing 
law. Among other things, the amendments also clarify that the Governors 
are ultimately responsible for adjusting rates, and that the Postal 
Regulatory Commission's role is to review those rate adjustments. 
Additions have been made to expand the information to which the 
Governors have regular access and to clarify that any additional 
information can be requested as needed. A new section has been added to 
govern situations in which there are an insufficient number of 
Governors to constitute a quorum.

List of Subjects

39 CFR Part 2

    General and Technical Provisions.

39 CFR Part 3

    Board of Governors.

39 CFR Part 4

    Officials.

39 CFR Part 6

    Meetings.

39 CFR Part 7

    Public Observation.

39 CFR Part 10

    Rules of Conduct for Postal Service Governors.

    For the reasons stated in the preamble, the Postal Service amends 
39 CFR chapter I as follows:

PART 2--GENERAL AND TECHNICAL PROVISIONS

0
1. The authority citation for part 2 continues to read as follows:

    Authority: 39 U.S.C. 202, 203, 205(c), 207, 401(2); 5 U.S.C. 
552b(f), (g).


0
2. Revise Sec.  2.1 to read as follows:


Sec.  2.1   Office of the Board of Governors.

    There shall be located in Washington, DC, an Office of the Board of 
Governors of the United States Postal Service. It shall be the function 
of this Office, led by the Secretary of the Board, to provide staff 
support for the Board, as directed by the Chairman of the Board, to 
enable the Board to carry out effectively its duties and 
responsibilities.

0
3. Revise Sec.  2.6 to read as follows:


Sec.  2.6  Severability, amendment, repeal, and waiver of bylaws.

    The invalidity of any provision of these bylaws does not affect the 
validity of the remaining provisions, and for this purpose these bylaws 
are severable. The Board may amend or repeal these bylaws at any 
special or regular meeting, provided that each member of the Board has 
received a written notice containing a statement of the proposed 
amendment or repeal at least five (5) business days before the meeting. 
The members of the Board may waive the five (5) business days' notice 
or the operation of any other provision of these bylaws by unanimous 
consent, if that action is not prohibited by law. The Secretary shall 
submit the text of any amendment to these bylaws for publication in the 
Federal Register as soon as practicable after the amendment is adopted 
by the Board.

PART 3--BOARD OF GOVERNORS

0
4. The authority citation for part 3 continues to read as follows:

    Authority: 39 U.S.C. 202, 203, 205, 401(2), (10), 402, 404(b), 
414, 416, 1003, 2005, 2011, 2802-2804, 3013, 3622, 3632, 3642, 3652, 
3654, 3691; 5 U.S.C. 552b(g), (j); 5 U.S.C. App.; Pub. L. 107-67, 
115 Stat. 514 (2001).


0
5. Revise Sec.  3.2 to read as follows:


Sec.  3.2   Compensation of Board.

    Section 202(a)(1) of title 39 provides for the compensation of the 
Governors and for reimbursement for travel and reasonable expenses 
incurred in attending meetings of the Board and its Committees. 
Compensation is provided for not more than 42 days of meetings per 
year.

0
6. Amend Sec.  3.3 by revising paragraphs (b), and (d) through (n) to 
read as follows:


Sec.  3.3   Matters reserved for decision by the Board.

* * * * *
    (b) Approval of the annual Postal Service Integrated Financial 
Plan, which shall include the Financing Plan, the Operating Plan, and 
the Capital Plan.
* * * * *
    (d) Approval of any use of the authority of the Postal Service to 
borrow money under 39 U.S.C. 2005 and 39 U.S.C. 2011, except for short-
term borrowings, having maturities of one year or less, assumed in the 
normal course of business.
    (e) Approval of the terms and conditions of each series of 
obligations issued by the Postal Service under 39 U.S.C. 2005 and 39 
U.S.C. 2011, including the time and manner of sale and the underwriting 
arrangements, except for short-term borrowings, having maturities of 
one year or less, assumed in the normal course of business.
    (f) Approval of any use of the authority of the Postal Service to 
require the Secretary of the Treasury to purchase Postal Service 
obligations under 39 U.S.C. 2006(b), or to request the Secretary of the 
Treasury to pledge the full faith and credit of the Government of the 
United States for the payment of principal and interest on Postal 
Service obligations under 39 U.S.C. 2006(c).
    (g) Authorization of the Postal Service to request that the Postal 
Regulatory Commission submit an advisory opinion on a proposed change 
in the nature of postal services which will generally affect service on 
a nationwide or substantially nationwide basis, pursuant to 39 U.S.C. 
3661.
    (h) Determination of the number of officers, described in 39 U.S.C. 
204 as Assistant Postmasters General, whether so denominated or not, as 
the Board authorizes by resolution.
    (i) Compensation and benefits of officers the Postal Service whose 
positions are included in Level II of the Postal Career Executive 
Service.
    (j) Approval of official statements adopting major policy positions 
or departing from established major policy positions, and of official 
positions on legislative proposals having a major impact on the Postal 
Service.
    (k) Approval of all major policy positions taken with the 
Department of Justice on petitioning the Supreme Court of the United 
States for writs of certiorari.
    (l) Approval and transmittal to the President and the Congress of 
the Annual Report to Congress, which shall include the annual report of 
the Postmaster General under 39 U.S.C. 2402, the comprehensive 
statement of the Postal Service under 39 U.S.C. 2401(e), the Postal 
Service's annual performance plan under 39 U.S.C. 2803, and the Postal 
Service's report on program performance under 39 U.S.C. 2804.
    (m) Approval and transmittal to the President and the Congress of 
the Postal Service's strategic plan, pursuant to 39 U.S.C. 2802.
    (n) All other matters that the Board may consider appropriate to 
reserve for its decision by resolution adopted by the Board, pursuant 
to Sec.  3.5.
* * * * *

0
7. Amend Sec.  3.4 by revising paragraphs (e), (k), and (m) to read as 
follows:

[[Page 10013]]

Sec.  3.4   Matters reserved for decision by the Governors.

* * * * *
    (e) Authorization of the Postal Service to adjust the rates and 
fees for market dominant products and to seek the Postal Regulatory 
Commission's review of the adjusted rates or fees for such products 
under 39 U.S.C. 3622.
* * * * *
    (k) Compensation and benefits, term of service, and appointment/
removal of the Secretary of the Board and other necessary staff, which 
shall be considered annually in closed session.
* * * * *
    (m) Establishment of the price of any special postage stamp under 
39 U.S.C. 414 and any semi-postal stamp under 39 U.S.C. 416 or any act 
of Congress.
* * * * *

0
8. Amend Sec.  3.6 by revising paragraphs (a) introductory text, (a)(4) 
and (5) and adding paragraph (c) to read as follows:


Sec.  3.6   Information furnished to Board--financial and operating 
reports.

    (a) To enable the Board to monitor the performance of the Postal 
Service during the most recent accounting periods for which data are 
available, postal management shall furnish the Board (on a quarterly 
basis) financial and operating statements for the fiscal year to date, 
addressing the following categories:
* * * * *
    (4) Statement of cash flow; and
    (5) Service quality measurements;
* * * * *
    (c) At the reasonable request of the Board, Postal management shall 
furnish to the Board such other information as the Board deems 
necessary.

0
9. Amend Sec.  3.7 by revising paragraphs (a)(1), (2), (3), (b), and 
(d) and adding paragraphs (e) and (f) to read as follows:


Sec.  3.7   Information furnished to Board--program review.

    (a) * * *
    (1) Five-year and ten-year plans, annual operating and investment 
plans, and significant departures from estimates upon which the plans 
were based;
    (2) Productivity measurements (reflecting workload and resource 
utilization);
    (3) The need for rate adjustments and the outcome of significant 
matters before the Postal Regulatory Commission and related litigation; 
and
* * * * *
    (b) To enable the Board to review the effectiveness of the Postal 
Service's equal employment opportunity program, performance data 
relating to this program shall be furnished to the Board at least 
quarterly. These data shall be categorized in such manner as the Board, 
from time to time, specifies.
* * * * *
    (d) Postal management shall annually provide the Board with a 
summary of the Annual Compliance Report filed with the Postal 
Regulatory Commission, which includes data on product costs.
    (e) Management shall furnish to the Board: Information regarding 
any significant, new program, policy, major modification or initiative; 
any plan to offer a significant, new or unique product or system 
implementation; or any significant, new project not related directly to 
the core business function of the Postal Service. This information 
shall be provided to the Board in advance of entering into any 
agreement in furtherance of such project. For the purposes of this 
paragraph (e), ``significant'' means a project anticipated to have a 
notable or conspicuous impact on corporate visibility or the operating 
budget (including increases in expense amounts) or the capital 
investment budget. The notification requirement of this paragraph 
governs applicable projects regardless of the level of expenditure or 
potential liability involved.
    (f) At the reasonable request of the Board, Postal management shall 
furnish to the Board such other information as the Board deems 
necessary.

0
10. Amend Sec.  3.8 by adding paragraph (h) to read as follows:


Sec.  3.8   Information furnished to Board--special reports

* * * * *
    (h) At the reasonable request of the Board, Postal management shall 
furnish to the Board such other information as the Board deems 
necessary.

PART 4--OFFICIALS

0
11. The authority citation for part 4 continues to read as follows:

    Authority: 39 U.S.C. 202-205, 401(2), (10), 402, 1003, 3013, 
3686.


0
12. Amend Sec.  4.1 by revising paragraph (a)(1) and removing paragraph 
(d) to read as follows:


Sec.  4.1   Chairman.

    (a) * * *
    (1) Shall be elected at the Board's regularly scheduled annual 
meeting for a term that commences on December 1 of the calendar year in 
which the election occurred, or upon the death, departure or 
resignation of the current Chairman, whichever occurs first, and 
expires upon the election and installation of a successor Chairman;
* * * * *

0
13. Revise Sec.  4.2 to read as follows:


Sec.  4.2   Vice Chairman.

    The Vice Chairman is elected by the Governors from among the 
members of the Board and shall perform the duties and exercise the 
powers of the Chairman during the Chairman's absence or disability. The 
Vice Chairman is elected at the Board's regularly scheduled annual 
meeting for a term that commences on December 1 of the calendar year in 
which the election occurred or upon the death, departure or resignation 
of the current Vice Chairman, whichever occurs first, and expires upon 
the election and installation of a successor Vice Chairman. In the 
event of the Vice Chairman's death, departure or resignation prior to 
the election of a successor, the Board, as soon as practicable, shall 
elect a new Vice Chairman who shall serve a term that commences 
immediately upon election and expires upon the election and 
installation of a successor Vice Chairman.

0
14. Revise Sec.  4.5 to read as follows:


Sec.  4.5   Assistant Postmasters General, General Counsel, Judicial 
Officer, Chief Postal Inspector.

    There are within the Postal Service a General Counsel, a Judicial 
Officer, a Chief Postal Inspector, and such number of officers, 
described in 39 U.S.C. 204 as Assistant Postmasters General, whether so 
denominated or not, as the Board authorizes by resolution. These 
officers are appointed by, and serve at the pleasure of, the Postmaster 
General. The Chief Postal Inspector shall report to, and be under the 
general supervision of, the Postmaster General. The Postmaster General 
shall promptly notify the Governors and both Houses of Congress in 
writing if he or she removes the Chief Postal Inspector or transfers 
the Chief Postal Inspector to another position or location within the 
Postal Service, and shall include in any such notification the reasons 
for such removal or transfer. The Postmaster General's appointment of 
the Judicial Officer and any other judges in the Judicial Officer 
Department must be ratified by resolution of the Governors.

0
15. Revise Sec.  4.6 by revising it to read as follows:


Sec.  4.6   Secretary of the Board.

    The Secretary of the Board of Governors is appointed by the 
Governors and serves at the pleasure of the Governors. The Secretary 
shall be

[[Page 10014]]

responsible for carrying out the functions of the Office of the Board 
of Governors, under the direction of the Chairman of the Board. The 
Secretary shall also issue notices of meetings of the Board and its 
committees, keep minutes of these meetings, and take steps necessary 
for compliance with all statutes and regulations dealing with public 
observation of meetings. The Secretary shall perform all those duties 
incident to this office, including those duties assigned by the Board 
or by the Chairman of the Board. With the concurrence of the Board, the 
Chairman may designate the number and general qualifications of such 
assistant secretaries or other staff as may be necessary to perform any 
of the duties of the Secretary.

PART 6--MEETINGS

0
16. The authority citation for part 6 continues to read as follows:

    Authority:  39 U.S.C. 202, 205, 401(2), (10), 1003, 3622, 3632; 
5 U.S.C. 552b(e), (g).


0
17. Revise Sec.  6.1 to read as follows:


Sec.  6.1  Regular meetings, annual meeting.

    The Board shall meet regularly on a schedule established by the 
Board. The first regular meeting in November of each calendar year is 
designated as the annual meeting. Consistent with the provisions 
Sec. Sec.  6.6 and 7.5 of these bylaws, the time or place of a regular 
or annual meeting may be varied by recorded vote, with the earliest 
practicable notice to the Secretary. The Secretary shall distribute to 
the members an agenda setting forth the proposed subject matter for any 
regular or annual meeting in advance of the meeting.

0
18. Revise Sec.  6.4 to read as follows:


Sec.  6.4   Attendance.

    For regularly scheduled meetings of the Board, members are expected 
to attend in person. Unless prohibited by law or by these bylaws, 
however, a member of the Board, under exceptional circumstances, may 
participate in a meeting of the Board by conference telephone, video 
conference, or similar communications equipment which enables all 
persons participating in the meeting to hear each other and which 
permits full compliance with the provisions of these bylaws concerning 
public observation of meetings. Attendance at a meeting by this method 
constitutes presence at the meeting and a member of the Board may be 
paid for his or her participation provided such meeting addresses 
substantive, as opposed to procedural or administrative, matters on 
which the Board has decision making authority.

0
19. Amend Sec.  6.6 by revising the introductory text to read as 
follows:


Sec.  6.6  Quorum and voting.

    As provided by 39 U.S.C. 205(c), and except for matters considered 
through the notation voting process described in Sec.  6.7, the Board 
acts by resolution upon a majority vote of those members who attend a 
meeting in accordance with Sec.  6.4. No proxies are allowed in any 
vote of the members of the Board. Any six (6) members constitute a 
quorum for the transaction of business by the Board, except:
* * * * *

0
20. Amend Sec.  6.7 by revising paragraph (a) to read as follows:


Sec.  6.7  Notation voting.

    (a) General. Notation voting consists of the circulation of 
physical or electronic written memoranda and voting sheets to each 
member of the Board simultaneously and the tabulation of submitted 
responses. Notation voting may be used only for routine, non-
controversial, or administrative matters.
* * * * *

0
21. Add Sec.  6.8 to read as follows:


Sec.  6.8  Delegation of Authority for Continuity of Operations.

    When, by reason of death, incapacity, or disruption of 
transportation and communications, a quorum of the Board of Governors 
cannot reasonably be assembled, or when vacancies on the Board make it 
impossible for a quorum to assemble, the remaining members of the Board 
who are able to assemble are constituted a Temporary Emergency 
Committee of the Board of Governors. The Chairman or Vice Chairman of 
the Board, or in their absence any available member of the Board, may 
convene a meeting of such Temporary Emergency Committee for the 
consideration of such business as may be needed to provide for 
continuity of operations for the duration of the emergency, or for the 
duration of the period of time in which vacancies on the Board prevent 
a quorum from being assembled. The powers reserved to the Board under 
Sec.  3.3 of these bylaws necessary to provide for continuity of 
operations are delegated to the Committee, which may exercise such 
powers until such time as sufficient members of the Board are again 
available to enable the Board to convene.

PART 7--PUBLIC OBSERVATION

0
22. The authority citation for part 7 continues to read as follows:

    Authority:  39 U.S.C. 410; 5 U.S.C. 552b(a)-(m).


0
23. Amend Sec.  7.6 by revising paragraph (a) to read as follows:


Sec.  7.6  Certification and transcripts of closed meetings.

    (a) No later than the beginning of every meeting or portion of a 
meeting closed under Sec. Sec.  7.3(a) through (j) of these bylaws, the 
General Counsel shall publicly certify that, in his or her opinion, the 
meeting or portion of the meeting may be closed to the public, stating 
each relevant exemptive provision. The Secretary shall retain this 
certification, together with a statement from the officer presiding at 
the meeting which sets forth the time and place of the meeting, and the 
persons present.
* * * * *

PART 10--RULES OF CONDUCT FOR POSTAL SERVICE GOVERNORS

0
24. The authority citation for part 10 continues to read as follows:

    Authority: 39 U.S.C. 401(2), (10).


0
25. Revise Sec.  10.1 to read as follows:


Sec.  10.1   Applicability.

    This part contains rules of conduct for the members of the Board of 
Governors of the United States Postal Service. As special Government 
employees within the meaning of 18 U.S.C. 202(a), the members of the 
Board are also subject to the Standards of Ethical Conduct for 
Employees of the Executive Branch, 5 CFR part 2635, and Postal Service 
regulations supplemental thereto, 5 CFR part 7001.

0
26. Revise Sec.  10.2 to read as follows:


Sec.  10.2  Advisory service.

    (a) The Associate General Counsel and Chief Ethics and Compliance 
Officer is the Ethical Conduct Officer of the Postal Service and the 
Designated Agency Ethics Official for purposes of the Ethics in 
Government Act, as amended, and the implementing regulations of the 
Office of Government Ethics, including 5 CFR part 2638.
    (b) A Governor may obtain advice and guidance on questions of 
conflicts of interest, and may request any ruling provided for by 
either the Standards of Ethical Conduct for Employees of the Executive 
Branch, or the Postal Service regulations supplemental thereto, from 
the Associate General Counsel or a designated assistant.

[[Page 10015]]

    (c) If the Associate General Counsel determines that a Governor is 
engaged in activity which involves a violation of federal statute or 
regulation, including the ethical conduct regulations contained in 5 
CFR parts 2635 and 7001, or conduct which creates the appearance of 
such a violation, he or she shall bring this to the attention of the 
Governor or shall notify the General Counsel, the Chairman of the Board 
of Governors, or the Vice Chairman, as appropriate.

Michael J. Elston,
Secretary of the Board of Governors.
[FR Doc. 2021-00485 Filed 2-17-21; 8:45 am]
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