HomeMy WebLinkAbout1717 Similorr,
STATE ETHICS COMMISSION
309 FINANCE BUILDING
HARRISBURG, PENNSYLVANIA 17120
In Re: Robert Similo, File Docket:
Respondent X -ref:
Date Decided
Date Mailed:
14 -062
Order No. 1717
7127117
7131117
Before: Nicholas A. Colafella, Chair
Mark R. Corrigan, Vice Chair
Roger Nick
Marla Feeley
Melanie DePalma
This is a final adjudication of the State Ethics Commission.
Procedurally, the Investigative Division of the State Ethics Commission conducted
an investigation regarding possible violation(s) of the Public Official and Employee Ethics
Act ( "Ethics Act "), 65 Pa.C.S. § 1101 et se q., by the above -named Respondent. At the
commencement of its investigation, the Investigative Division served upon Respondent
written notice of the specific allegations. Upon completion of its investigation, the
Investigative Division issued and served upon Respondent a Find ings.Report identified as
an "Investigative Complaint." An Answer was filed and a hearing was requested. A
Stipulation of Findings and a Consent Agreement were subsequently submitted by the
parties to the Commission for consideration. The Stipulated Findings are set forth as the
Findings in this Order. The Consent Agreement has been approved.
I. ALLEGATION:
That Robert W. Similo, a public official /public employee in his capacity as the
Chairman and a Board Member of the Elizabeth Township Sanitary Authority, Allegghen
County, violated Section 1103(g) of the State Ethics Act (Act 93 of 1998), 65 Pa S.
1103(g), when he represented for promised and/or actual compensation, himself and/or a
business with which he 1s associated, namely S &S Scientific Supply, Inc., a Pennsylvania
corporation, by entering into contracts with the Elizabeth Township Sanitary Authority,
within one (1) year after having been associated with the Elizabeth Township Sanitary
Authority, resulting in a private pecuniary benefit to Similo and /or a business with which he
is associated.
II. FINDINGS:
1. Robert Similo "Similo ") served as a Member of the Board of Directors ( "Board ") of
the Elizabeth I ownship Sanitary Authority ("ETSA"), Allegheny County, from August
18, 1993, through December 31, 2012.
a. Similo served as Vice - Chairman of the ETSA Board from September 9,
1997, through January 8, 2000.
b. Similo served as Chairman of the ETSA Board from January 9, 2000,
through 2012.
C. Similo's term of office expired on December 31, 2012.
P.O. BOX 1 1470, HARRISBURG, PA 17108-1470 • 717-783-1610 • 1- 800 -932 -0936 • www.ethics.state.pa.us
Similo, 14.062
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d. Similo was not reappointed by the Elizabeth Township Commissioners to
serve on the ETSA Board in 2013 as a result of the change in the
composition of the Elizabeth Township Board of Commissioners in 2012.
2. The ETSA was governed by a five- Member Board during Similo's tenure.
a. The ETSA Board held one regularly scheduled meeting per month on the
first Thursday of the month.
b. Special meetings were held as necessary.
3. Voting at ETSA Board meetings occurred in roll call fashion after a motion was
made and seconded.
a. Abstentions and/or dissenting votes were specifically documented in the
minutes.
1. Minutes of each meeting were approved for accuracy at each
subsequent meeting of the ETSA Board.
4. The ETSA Board conducted a separate vote to approve the bill lists presented at
each legislative meeting.
a. The bill lists documented the following information:
1. Payee.
2. The amount to be paid to the payee.
b. Bill lists documented all bills received by the ETSA since the last legislative
meeting.
5. Payments identified on the bill lists corresponded with ETSA checks issued.
a. ETSA checks were normally dated the day of an ETSA Board meeting.
6. Signature authority over the ETSA financial accounts was maintained by three
ETSA Board Members.
a. The ETSA checks required the signatures of at least two of any of the three
authorized signatories.
b. Similo had signature authority over the ETSA financial accounts during the
time period of 2002 through 2010.
C. A signature stamp was utilized by the ETSA.
7. Similo is associated with S &S Scientific Supply Inc. (hereafter, "S &S ") a business
based at 320 Highland Avenue, Elizabeth, Pennsylvania. The physical location is at
426 Second Avenue, Sutersville, PA 15083.
a. Pennsylvania Department of State, Corporation Bureau records reflect that
S &S was created as a corporation under entity number 783360 on October
3, 1983.
Similo 14 -062
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G.
1. Similo registered S &S as a fictitious name with the Corporation
Bureau on February 7, 1980.
S &S specializes in the sale, storage, and distribution of all types and kinds of
chemicals, scientific /research supplies, sewer lids, and other goods.
Corporation Bureau documents reflect the incorporators as follows:
Robert Similo:
Linda Similo:
Lynn Stablien:
Eileen Stablein
President
Secretary
Vice- President
Treasurer
d. Linda Similo is the wife of Robert Similo.
8. Similo has been the sole owner and operator of S &S since at least 1994.
a. Similo has served as President of S &S at all times during the existence of
the business.
9. S &S maintained an active business relationship with the ETSA from at least 1998
through 2013.
a. S &S primarily supplied the ETSA with chemical liquids known as buffer
solutions.
1. Buffer solutions are used as a means of keeping pH at a nearly
constant value, such as in treating sewage waste water.
b. S &S's business relationship with the ETSA ended in 2013 when the ETSA
dissolved.
G. S &S be an doing business with the ETSA while Similo served as the ETSA
Board Vice- Chairman.
10. The Elizabeth Township Commissioners dissolved the ETSA on or about December
20, 2013.
a. The Elizabeth Township Commissioners began the process of dissolving the
ETSA in early 2013.
b. The responsibilities of the ETSA were transferred to the Elizabeth Township
Authority.
1. The Elizabeth Township Authority Board has been overseeing sewer -
related matters as they pertain to Elizabeth Township since
approximately January 2014.
2. The Elizabeth Township Authority, initially created to oversee
Township land acquisition matters, was dormant from approximately
the 1990s until 2012.
11. At the February 7, 2013, ETSA Board meeting, following a motion to adjourn, ETSA
Board Member James Lesniewski ( "Lesniewski ") motioned to table the adjournment
of the meeting so that the ETSA Board could discuss the possibility of hiring Similo
as a "business consultant."
Similo, 14062
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a. Lesniewski served as Vice - Chairman of the ETSA Board from approximately
2008 to 2013.
b. Similo's term of office as a Member of the ETSA Board ended on December
31, 2012, and he was not reappointed by the Elizabeth Township
Commissioners.
Some Members of the ETSA Board, including Mathews, Lesniewski,
and William Styche ( "Styche "), wanted Similo to remain involved with
the ETSA despite the actions of the Elizabeth Township
Commissioners.
2. Similo was the ETSA Board Member who was most involved with the
day -to -day operations of the ETSA.
C. Minutes of the February 7, 2013, ETSA Board meeting confirm the following:
"Motion to adjourn. Mr. Campbell first. Mr. Stetar second. Mr.
Lesniewski made a motion to table to .motion to adjourn, to
discuss the possibility of hiring a Business Consultant as
discussed.
Mr. Lesniewski stated that he felt that there was a need for an
experienced negotiator for the ACRD, DEP and for the
contracts that are forth coming. Mr: Lesniewski said that
Robert Similo would be the perfect candidate for the position,
given what he has done for this Authority in 20 years. Mr.
Stetar said he would not agree to that since he has not been
here and doesn't know the system and doesn't know. Mr.
Lesniewski that we would have to approach Mr. Similo and see
if he would be interested in accepting this role with the
Authority.
Motion to ask Robert Similo to be a Business Consultant to
Assist Richard Mathews in business and project matters in the
amount of $75.00 /hour not to exceed 20 hours a week. Mr.
Lesniewski made the motion. Mr. Styche second. Roll Call:
Mr. Campbell (NO), Mr. Lesniewski (YES), Mr. Stetar (NO), Mr.
Styche (YES), TIE BREAKER VOTE: Mr. Mathews (YES),
Majority Favors (YES). Motion approved."
d. The $75.00 per hour figure Lesniewski suggested that Similo be
compensated was based on discussions Lesniewski had with Similo.
12. No advertisement was published for the position.
13. Similo was advised on either February Ph or 8th, 2013, of the ETSA Board's vote to
retain him as a consultant.
a. Similo accepted the ETSA Board's offer to serve as a business consultant
one day later, by February 8, 2013.
14. On February 25, 2013, correspondence was forwarded to the Legal Division of the
Pennsylvania State Ethics Commission ( "Commission ") by Amy Schrempf
RSA chrempf "), Esquire, an attorney for Thomas, Shannon, Barry & Associates, the
Solicitor.
Similo, 14062
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a. The correspondence requested that an Advice of Counsel ( "Advice ") be
issued, pursuant to 65 Pa.C.S. § 1107(11), advising whether or not Similo
could act as a consultant for the ETSA in 2013.
b. The February 25, 2013, correspondence was received by the Commission
on February 28, 2013.
C. On March 1, 2013, the Commission, through the Office of Chief Counsel,
responded to the February 25, 2013, request, advising Schrempf that she, as
the requester, lacked standing.
15. In response to the notice of a lack of standing, Schrempf forwarded a March 6,
2013, correspondence, enclosing an authorization from Similo authorizing the
issuing of an Advice.
a. The Commission received the March 6, 2013, correspondence on March 8,
2013.
b. Pursuant to Section 1107(11) of the Ethics Act (65 Pa.C.S. § 1107(11)), the
Commission shall issue an Advice within twenty -one working days of the
request, unless such time is extended for good cause.
1. Pursuant to the Regulations of the Commission, specifically 51 Pa.
Code § 13.2(b), an Advice will be issued within twenty -one days of
receipt of the request by the Commission. (Emphasis added)
C. On March 11, 2013, the Office of Chief Counsel confirmed receipt of
Schrempf's March 6, 2013, correspondence and advised that an Advice will
be issued within twenty -one working days unless such time is extended for
good cause.
d. On April 8, 2013, correspondence was sent by the Chief Counsel of the
Commission, advising Schrempf that the deadline to issue an Advice had
been extended, and that same would be issued within ten to fifteen working
days.
16. Prior to the issuance of an Advice by the Legal Division of the Commission, the
ETSA approved a consulting contract with Similo.
17. The contract between the ETSA and Similo was dated April 4, 2013, and signed by
Similo, as a representative of S &S; Mathews, the ETSA Board Chairman; and
Jackie Coles, as the ETSA Office Manager.
a. The contract stipulated the following eight agreements among others:
SCOPE OF WORK: ETSA hereby engages PROJECT
CONSULTANT as an independent contractor to perform certain
consulting tasks as further described herein, in the attached
description and from time to time as required by the Board;
2. COMPENSATION: As full compensation for the erformance of said
professional services, ETSA shall pay PROJECT CONSULTANT and
PROJECT CONSULTANT shall accept a fee in the amount of
Seventy Five Dollars ($75.00) per hour for each hour of service.
PROJECT CONSULTANT shall be not less than twenty (20) hours
per week, as needed;
Similo, 14 -062
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3. ETSA shall also provide to PROJECT CONSULTANT reimbursement
of out -of- pocket costs related to the tasks under this agreement,
including but not limited to, mileage, tolls, and other expenses, upon
submission of an executed Expense Report;
4. METHOD OF PAYMENT: Payment of said fee shall be made upon
completion of said professional services as described in Paragraph 2
above in a manner satisfactory to ETSA, and after receipt and
approval by the ETSA of certified voucher, indicating dates and times
of services performed;
5. TERMS OF AGREEMENT: The term of this Agreement shall be for
three (3) y0ars, commencing on January 1, 2013, and concluding on
December 31, 2015, and will continue from year to year thereafter
unless and until terminated by either party;
6. TIME OF PERFORMANCE: PROJECT CONSULTANT shall
commence performance in accordance with the schedule developed
and agreed to by the parties;
7. CONFLICT OF INTEREST: PROJECT CONSULTANT agrees to
divulge to ETSA any potential conflict of interest which may arise in
the course of his or her duties, under the guidance of the
Pennsylvania Ethics Code; and
8. COMPLIANCE WITH LAWS: PROJECT CONSULTANT shall fully
obey and comply with all laws, ordinances, resolutions and
administrative regulation that are or should be applicable to any work
performed under this agreement.
b. Similo was to serve as the PROJECT CONSULTANT.
18. Minutes of the April 4, 2013, ETSA Board meeting confirm that Board Member
Styche motioned to enter into a contract with S &S for consulting services at a rate of
$75.00 an hour, for not less than twenty hours per week.
a. Styche's motion was seconded by Lesniewski and passed via a 3 -1 vote with
Board Member Campbell opposing.
b. The ETSA Board voted to contract with Similo on April 4, 2013, on the
nineteenth working day after the Commission received the Solicitor's March
6, 2013, advice request.
1. Similo decided not to wait for a Commission determination and
instead entered into a contract with the ETSA within one year of him
leaving service as a Member of the ETSA Board.
19. Similo began performing services for the ETSA in February 2013, prior to the ETSA
Board vote approving the contract.
a. No ETSA records exist of who from the ETSA authorized Similo to begin
services prior to April 4, 2013.
20. On the same day that the ETSA approved a contract with Similo, the ETSA Board
approved a payment of $2,144.45 to S &S (Similo).
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a. The S &S invoice ( #26078) dated March 31, 2013, documented a charge of
$2,144.45 in relation to the following:
Invoice
Invoice
Description of Charges
Invoice
Date
#
ebruary 8, 2013
Total
3 -3 -1
26078
Consulting service 27.75 units, $75.00 a unit
$2,144.45
February 12 20 3
0.5
Mileage 24 units, $0.55 a unit
February 2 20 3
0.5
Phone Ricfi
Phone $50.00
1 0.5
Review wor .sc e u e for count
-February
12 2013
Other Expenses $0.00
Phone Rick pump station
21. Attached to Similo`s invoice was a document entitled "Monthly Time Sheet" that
detailed that the 27.75 units (hours) of consulting provided by Similo /S &S related to
the following:
DATE
TIMEIHRS
PURPOSE
February 8 2013
Phone Rick ump station
ebruary 8, 2013
0.5
Phone c3obel McKeesport meeting
e rua 0 2013
0.5
one an um station McKeesport
February 12 20 3
0.5
Phone Jackie
February 2 20 3
0.5
Phone Ricfi
2 20 3
1 0.5
Review wor .sc e u e for count
-February
12 2013
1 0.5
Phone Rick pump station
-February
February 13 2013
1 0.25
Phone Rich pump station
February 3, 20 3
0.25
Phone Amy meeting c es ort
e ruary 13, 2013
0.25
Phone Jackie meeting McKeesport
ebruary 13, 2013
0.5
Phone Rich dratt o D
3 2013
0.25
Phone o e c ees art
-February
Februa 18 2013
5
Meeting Jackie Am McKees McKeesport
Fe rua 19 2D 3
.5
Phone Jackie AGHD meeting
20, 2013
0.75
P one ac je
-February
February 21 2013
6.5
Meetings ACHD & Pete Haugh, ice Work
March 14 20 3
0.5
Phone Jackie meeting ende r.
March 4 2U13
0.5
PhontR-T permittinq
March 21 2013
0,5
Phone Jackie meetin2 & Rib CribSan
March 22, 2013
3
Meeting at o ice o ice work
arc 26 2013
4
-M—eel in at o ice o ice wor
March 27 2013
Pone Jackie
Total:
27.75
a. Similo generated the Monthly Time Sheet,
b. Similo was the only S &S employee performing services for the ETSA.
22. The Monthly Time Sheet details that Similo /S &S billed the ETSA for consulting
services beginning on February 8, 2013, through March 27, 2013.
a. The first day consulting began was one day after the February 7, 2013,
ETSA Board meeting where a vote was taken to determine whether Similo
would be interested in the position of business consultant for the ETSA.
b. Similo had not been authorized to perform any services on behalf of the
ETSA as of February 8, 2013.
G. Similo represented S &S before the ETSA beginning on February 8, 2013,
less than two months after his term as an ETSA Board Member expired.
d. Consulting services by Similo /S &S were ongoing at the time Schrempf
initially forwarded her correspondence to the Legal Division of the
Commission on February 25, 2013, and again on March 6, 2013.
Similo, 14 -062
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e. The last day detailed on the time sheet for which consulting services were
Rwas nine days before the April 4, 2013, meeting where the ETSA
Board voted to accept the S &S contract.
23. On April 4, 2013, ETSA check #11533, dated April 4, 2013, in the amount of
$2,144.45, was issued to S &S.
a. ETSA check #11533 was deposited into the S &S bank account ([account
number redacted]) maintained at First Niagara Bank on April 8, 2013.
b. The ETSA check was endorsed with an S &S deposit stamp.
24. On April 25, 2013, the Commission, throu h the Office of Chief Counsel, issued
Advice of Counsel 13 -524 ( "Advice 13 -524" to Schrempf, responding to her inquiry
as to whether or not Similo /S &S could pe orm contracting work for the ETSA.
a. Advice 13 -524 [concluded that during the first year following ermination of
Similo's service as an ETSA Board Member, Section 1103(g) of the Ethics
Act would .prohibit Similo from.entering into a consulting contract with the
ETSA andlor providing consultant services to the ETSA with promised or
actual compensation].
25. On April 29, 2013, Schrempf sought to appeal Advice 13 -524 pursuant to 51 Pa.
Cade § 13.2(g). On July 10, 2013, the Commission decided Opinion 13 -004,
issuing same on July 18, 2013.
a. Commission Opinion 13 -004 upheld Advice 13 --524.
b. A copy of Commission Opinion 13 -004 was mailed to Schrempf as the
authorized requestor.
26. At the August 1, 2013, ETSA Board meeting, the ETSA Board unanimously
approved an addendum to the S &S contract previously executed on April 4, 2013.
a. The addendum permitted Similo to continue to perform consulting work for
the ETSA for one year without pay.
b. The addendum was entered into so that Similo could continue as the
business consultant and be in compliance with Commission Opinion 13 -004
and Advice 13 -524.
G. Similo had already received payments from the ETSA for consulting services
he provided prior to the issuance of Advice 13 -524 andlor Opinion 13 -004.
d. Similo did not object to the addendum and was a proponent of its creation.
27. S &S continued to perform consulting work for the ETSA, without compensation, for
the period of April 2013 through December 2013.
a. Any [payment by the ETSA to S &S for consulting services] occurred in April
of 2013, when a payment of $2,144.45 was issued.
b. All other consulting services provided by S &S that occurred subsequent to
April of 2013, were provided without compensation issued to Similo /S &S.
C. No documentation is maintained by the ETSA accounting for Similo's/S&S's
consulting services but for invoice #26078 ....
Similo, 14 -062
page 9
28. During the time period of approximately December 2002 through June 2012, COTT
Manufacturing Company ( "COTT Manufacturin.9") supplied the ETSA with "26 114
inch flange diameter wlsls lift eyelet" manhole eliminators (hereafter, "eliminators ").
a. The eliminator is an insert that eliminates or reduces sheet flow of rainwater
into sanitary sewer systems.
b. Similo designed the eliminator and sent the drawings to COTT
Manufacturing. Similo had exclusive rights to sell the eliminator in the
eastern United States. Similo agreed to have COTT Manufacturing sell the
eliminators to the ETSA for $28.00 per unit, -with Similo foregoing any
commission that he might make on the sale to the ETSA.
C. The eliminators were sold by COTT Manufacturing to the ETSA at a cost of
$28.00 each.
d. COTT Manufacturing, a business operation since 1976, is located in
Glassport, Pennsylvania, approximately eight. miles from the ETSA.
29. Beginning in or about July and August 2013, Similo and ETSA Board Chairman
Mathews discussed the need for eliminators on at least two separate occasions.
a. Similo informed Mathews that S &S could supply the eliminators to the ETSA,
even though Similo knew that the ETSA was already purchasing the
eliminators through COTT Manufacturing.
b. Similo further informed Mathews that the eliminators would not be sold at
cost to the ETSA because Similo was no longer serving on the ETSA Board.
Similo elected to sell the eliminators to the ETSA at a price consistent with
what other municipalities paid for the eliminators.
C. Similo and Mathews agreed that the eliminators would be purchased from
S &S, because COTT Manufacturing was not able to sell the eliminators
without Similo's consent.
30. At the time in July /August 2013 when Mathews and Similo agreed that the
eliminators would be purchased from S &S, Similo and Mathews were aware of the
Commission Opinion that held that Similo could not be compensated as a
consultant for the ETSA.
a. The contract to authorize Similo to provide the eliminators was neither
discussed with nor approved by the ETSA.
31. S &S began suppplying the ETSA with eliminators in late August 2013, following
Mathews' and S►milo's conversations.
a. S &S had not previously supplied eliminators to the ETSA.
b. The ETSA previously purchased the eliminators directly from COTT
Manufacturing.
32. S &S first invoiced the ETSA for the sale of eliminators on or about August 21, 2013.
a. The billing was submitted to the ETSA subsequent to the issuance of Advice
13 -524 and Opinion 13 -004, both of which hold that Similo is /was prohibited
from "representing a person" (e.g., business), with promised or actual
Similo, 14 -062
gage -10
compensation, on any matter before the governmental body with which he
has been associated for one year after leaving that body per Section 1103(g)
of the Ethics Act.
b. The sale of the eliminators by Similo to the ETSA occurred after the ETSA
and Similo were made aware via the issuance of Advice 13 -524 and Opinion
13 -004 that Similo could not be compensated for his consulting services.
33. S &S invoiced the ETSA on three occasions between August 2013 and December
2013.
34. The rate Similo charged the ETSA for each eliminator was $17.00 more per unit
than the ETSA had been charged by COTT Manufacturing.
a. Eliminators previously purchased directly from COTT Manufacturing cast the
ETSA $28.00 each.
COTT Manufacturing sold the eliminators to S &S at a cost of $16.50
each.
35. ETSA chocks issued to S &S for the purchase of eliminators were deposited into the
S &S bank account ([account number redacted]) maintained at First Niagara Bank.
36. The eliminators supplied by S &S to the ETSA were purchased by Similo /S &S from
COTT Manufacturing at the rate of $16.50 per unit, as shown below:
COTT
COTT
COTT Invoice Description
QTY.
Rate
COTT
Ship To
Paid
Invoice
Invoice #
Invoice
by
Date
Amount
S &S
Billed to
Check #
S &S
8-T55_-U__
4 321
Manhole Eliminator 261 4 ange
77
$16.50
270.50
iza et
Diameter wlss Lift Eyelet
Twp.
Sewage
77 Pieces, 1 box hardware on 1
Tr. Plant
skid 49" x 44" x 55" — 342 lbs.
S &S
Bob Similo
Scientific
XXX -XXX -9383
XXXXX @earthlink.net
Will Pick
U
8-22-13-
41393
Manhole Eliminator 261 4 Flange
23
$16.50
$379.50
Elizabeth
Diameter wlss Lift Eyelet
Twp.
Sewage
Call when ready for pick -up
Tr. Plant
Bob Similo
XXX -XXX -9383
S &S
XXXXX @earthlink.net
Scientific
Will Pick
tJ
9- 5- 3
41605
Man ole E iminator261 4 Flange
150
6.50
4 5.00
Elizabeth
Diameter wlss Lift Eyelet
Twp.
Call Bob Similo when ready
S &S
XXX -XXX -9383
Scientific
Will call
Will Pick
2 skids, 680 lbs. total wt. cl. 150
U
2 -9- 3
42080
Manhole E hminator 26 4 ange
00
6.50
$4,950.00
Will Gall
Diameter wlss Lift Eyelet
Call Bob
Ship via: will call
Similo
1 box incl. anchors 49 lbs. & 2
Similo, 14 -062
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COTT
COTT
COTT Invoice Description
QTY.
Rate
COTT
Ship To
Paid
Invoice
Invoice #
Invoice
by
Date
Amount
S&S
Billed to
Check #
S &5
bundles on Y2 skid 75 x 24 x 53
-
Ibs. cl, 150
XXX-
9383
Total:
Total;
550
$9,075.00
Similo was identified on COTT Manufacturing invoices as the contact person
for the purchase of the eliminators.
37. Similo's /S &S's profit from the sale of eliminators to the ETSA was $28.50 per unit
based on the price per unit sold to the ETSA of $45.00 less Similo's purchase price
of $16.50 per unit.
Similo had a markup of approximately 72.3% on each eliminator sold to the
ETSA.
S &S's profit margin of $28.50 was more than the cost at which the ETSA had
been purchasing eliminators directly from COTT Manufacturing.
38. Similo's agreement with Mathews to provide eliminators to the ETSA was inapposite
to Commission Opinion 13 -004 which prohibited Similo from representing
himself /S &S for actual compensation before the ETSA for one year after leaving
service on the ETSA Board.
Similo's and Mathews' conversations occurred less than one month after the
Commission's issuance of Opinion 13 -004.
By August 29, 2013, Similo, doing business as S &S, invoiced the ETSA for
one hundred eliminators which was followed by subsequent invoices on
October 21, 2013, and December 5, 2013, all of which occurred within one
year of Similo leaving the ETSA Board.
39. Similo represented for promised and/or actual compensation, himself and/or a
business with which he is associated, namely S &S, a Pennsylvania corporation,
when he entered into contracts with the ETSA within one year after having been
associated with the ETSA, resulting in a private pecuniary benefit to Similo and /or a
business with which he is: associated, by performing consulting .services for the
ETSA and selling eliminators to the ETSA in 2013.
111. DISCUSSION:
As a Member of the Board of Directors ( "Board ") of the Elizabeth Township Sanitary
Authority ( "ETSA "), Allegheny County, from August 18, 1993, through December 31, 2012,
Respondent Robert Similo, hereinafter also referred to as "Respondent," "Respondent
Similo, and Similo, was a public official subject to the provisions of the Public Official and
Employee Ethics Act ( "Ethics Act "), 65 Pa.C.S. § 1101 et seg.
The allegation is that Similo violated Section 1103(g) of the Ethics Act when he
represented, for promised and /or actual compensation, himself and /or a business with
which he is associated, namely S &S Scientific Supply, Inc., a Pennsylvania corporation, by
entering into contracts with the ETSA, within one year after having been associated with
the ETSA, resulting in a private pecuniary benefit to Similo and /or a business with which he
is associated.
Similo, 14 -062
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Section 1103(g) of the Ethics Act prohibits a former public official /public employee
from representing a person with promised or actual compensation on any matter before the
governmental body with which he has been associated for a period of one year after he
leaves that body:
§1103. Restricted activities
(g) Former official or employee. —No former public
official or public employee shall represent a person, with
promised or actual compensation, on any matter before the
governmental body with which he has been associated for one
year after he leaves that body.
65 Pa.C.S. § 1103(g). The terms "represent, "person," "governmental body," and
"governmental body with which a public official or public employee is or has been
associated" are specifically defined in the Ethics Act as follows:
§ 1102. Definitions
"Represent." To act on behalf of any other person in
any activity which includes, but is not limited to, the following:
personal appearances, negotiations, lobbying and submitting
bid or contract proposals which are signed by or contain the
name of a former public official or public employee.
"Person." A business, governmental body, individual,
corporation, union, association, firm, partnership, committee,
club or other organization or group of persons.
"Governmental body." Any department, authority,
commission, committee, council, board, bureau, division,
service, office, officer, administration, legislative body or other
establishment in the executive, legislative or judicial branch of
a state, a nation or a political subdivision thereof or any agency
performing a governmental function.
"Governmental body with which a public official or
public employee is or has been associated." The
governmental body within State government or a political
subdivision by which the public official or employee is or has
been employed or to which the public official or employee is or
has been appointed or elected and subdivisions and offices
within that governmental body.
65 Pa.C.S. § 1102.
As noted above, the parties have submitted a Consent Agreement and Stipulation of
Findings. The parties' Stipulated Findings are set forth above as the Findings of this
Commission. We shall now summarize the relevant facts as contained therein.
Similo served as a Member of the ETSA Board from August 18, 1993, through
December 31, 2012. Similo served as Vice- Chairman of the ETSA Board from September
9, 1997, through January 8, 2000, and as Chairman of the ETSA Board from January 9,
2000, through 2012. The Elizabeth Township Commissioners did not reappoint Similo to
serve on the ETSA Board after his term of office expired on December 31, 2012.
Similo, 14 -062
age 13
Similo is associated with S &S Scientific Supply Inc. ( "S &S "), which specializes in the
sale, storage, and distribution of chemicals, scientific /research suppplies, sewer lids, and
other goods. S &S was incorporated in 1983. Similo has served as President of S &S at all
times during its existence, and he has been the sole owner and operator of S &S since at
least 1994. S &S began doing business with the ETSA while Similo served as the ETSA
Board Vice-Chairman. S &S primarily supplied the ETSA with chemical liquids known as
buffer solutions.
Similo was the ETSA Board Memberwho was the most involved with the day -to -day
operations of the ETSA. Some Members of the ETSA Board wanted Similo to remain
involved with the ETSA despite the fact that he was not reappointed to the ETSA Board by
the Elizabeth Township Commissioners.
At the February 7, 2013, ETSA Board meeting, following a motion to adjourn, ETSA
Board Member James Lesniewski ( "Lesniewski ") motioned to table the adjournment of the
meeting so that the ETSA Board could discuss the possibility of hiring Similo as a business
consultant. Per the minutes of the February 7, 2013, meeting, the ETSA Board approved a
motion to ask Similo to be a business consultant assisting in business and pro ect matters
at a rate of $75.00 per hour, not to exceed twenty hours per week. The rate alb $75.00 per
hoar was based on discussions that Lesniewski had with Similo.
Similo accepted the ETSA Board's offer to retain him as a business consultant, and
he began performing consulting services for the ETSA on February 8, 2013. Similo began
performing such services less than two months after his term of office as an ETSA Board
Member expired and before the ETSA Board approved a contract with him or S &S. No
ETSA records exist as to who from the ETSA authorized Similo to begin performing
consulting services for the ETSA.
On February 25, 2013, and March 6, 2013, Amy Schrempf ("Schrempf'), Esquire, an
attorney for Thomas, Shannon, Barry & Associates, the ETSA Solicitor, forwarded
correspondence to this Commission requesting that an Advice of Counsel be issued as to
whether Similo could act as a consultant for the ETSA in 2013. The performance of
consulting services for the ETSA by Similo /S &S was ongoing at the time Schrempf
forwarded her correspondence to this Commission.
On April 4, 2013, prior to the issuance of an Advice of Counsel by the Chief Counsel
of this Commission, the ETSA Board voted to approve a contract with S &S for consulting
services at a rate of $75.00 per hour for not less than twenty hours per week. The contract
was dated April 4, 2013, and was signed by the Chairman of the ETSA Board, the ETSA
Office Manager, and Similo as a representative of S &S. Similo decided not to wait for a
Commission advisory and instead entered into a contract with the ETSA within one year of
leaving his service as a Member of the ETSA Board.
On the same day that the ETSA Board approved the contract with S &S, the ETSA
Board approved a payment to S &S in the amount of $2,144.45 for an S &S invoice dated
March 31, 2013. The S &S invoice and a Monthly Time Sheet attached to it detailed 27.75
hours of consulting services provided to the ETSA by Similo /S &S from February 8, 2013,
through March 27, 2013, at the rate of $75.00 per hour. Similo was the only S &S
employee performing services for the ETSA. An ETSA check in the amount of $2,144.45
was issued to S &S.
On April 25, 2013, the Chief Counsel of this Commission issued Schrempf, Advice
of Counsel 1p3 -524 ( "Advice of Counsel 13- 524 ") to Schrempf in response to her inquiry as
to whether Similo could act as a consultant for the ETSA in 2013. Advice of Counsel 13-
524 concluded that during the first year following termination of Similo's service as an
ETSA Board Member, Section '1103(8) of the Ethics Act would prohibit Similo from entering
into a consulting contract with the ETSA and /or providing consultant services to the ETSA
Similo, 14 -062
Page 14
with promised or actual compensation. Schrempf appealed Advice of Counsel 13� -524 to
this Commission. On July 18, 2013, this Commission issued Schrem f, Opinion 13 -004
( "Opinion 13- 004 "), which denied the appeal and affirmed Advice of Counsel 13 -524.
On August 1, 2013, the ETSA Board unanimously approved an addendum to the
contract with S &S that had been executed on April 4, 2013. The addendum permitted
Similo to perform consulting work for the ETSA for one year without pay. The addendum
was entered into so that Similo could continue as the business consultant and be in
compliance with Advice of Counsel 13 -524 and Opinion 13 -004. Similo did not object to
the addendum and was a proponent of its creation. For the period of April 2013 through
December 2013, Similo /S &S performed consulting work for the ETSA without
compensation.
During the time period of approximately December 2002 through June 2012, COTT
Manufacturing Company ( "COTT Manufacturing"0s. upplied the ETSA with "26 114 inch
mina flange diameter wlsls lift eyelet" manhole eli A manhole eliminator is an insert
that eliminates or reduces sheet flow of rainwater into sanitary sewer systems. Similo had
designed the manhole eliminator and sent the drawings to COTT Manufacturing, and he
had exclusive rights to sell the manhole eliminator in the eastern .United States. Similo had
agreed to have COTT Manufacturing sell the manhole eliminators to the ETSA for $28.00
per unit, with Similo foregoing any commission that he might make on the sale to the
ETSA.
In or about July 2013 and August 2013, Similo and ETSA Board Chairman Richard
Mathews ("Mathews") discussed the need for manhole eliminators on at least two separate
occasions. Similo informed Mathews that S &S could supply the manhole eliminators to the
ETSA even though Similo knew that the ETSA was already purchasing the manhole
eliminators through COTT Manufacturing. S &S had not previously supplied manhole
eliminators to the ETSA. Similo further informed Mathews that the manhole eliminators
would not be sold at cost to the ETSA because Similo was no longer serving on the ETSA
Board. Similo elected to sell the manhole eliminators to the ETSA at a price consistent
with that paid b other political subdivisions for the manhole eliminators. Similo and
Mathews agreeYthat the manhole eliminators would be purchased from S &S because
COTT Manufacturing was not able to sell the manhole eliminators without Similo's consent.
S &S began supplying the ETSA with manhole eliminators in late August 2013. S &S
purchased the manhole eliminators from COTT Manufacturing at the rate of $16.50 per
unit and sold the manhole eliminators to the ETSA at the rate of $45.00 per unit, resulting
in a profit of $28.50 per unit_ The sale of the manhole eliminators to the ETSA by
Similo /S &S occurred after Similo and the ETSA had been made aware by the issuance of
Advice of Counsel 13 -524 and Opinion 13 -004 that Similo could not be compensated for
his consulting services.
Within one year after Similo's term of office as a Member of the ETSA Board
expired on December 31, 2012, S &S submitted three invoices to the ETSA for the sale of
manhole eliminators. On or about August 21, 2013, S &S submitted an initial invoice to the
ETSA for one hundred manhole eliminators. The initial invoice was followed by additional
invoices on October 21, 2013, and December 5, 2013.
The Elizabeth Township Commissioners dissolved the ETSA on or about December
20, 2013. The responsibilities of the ETSA were transferred to the Elizabeth Township
Authority.
Having highlighted the Stipulated Findings and issues before us, we shall now apply
the Ethics Act to determine the proper disposition of this case.
Similo, 14 -062
xa e15
The parties' Consent Agreement sets forth a proposed resolution of the allegations
as follows:
The Investigative Division will recommend the following in
relation to the above allegations:
That a violation of Section '1103(g) of the Public
Official and Employee Ethics Act, 65 Pa.C.S. §
1103(8), occurred in relation to Similo's contract
with the ETSA for consulting services, within
one (1) year after having been associated with
the ETSA, which resulted in a private pecuniary
gain [o $2,144.45. Also within one 1 year
fter having been associated with the ETSA,
Similo's business, S &S Scientific Supply, Inc.,
sold manhole eliminators to the ETSA resulting
in a profit to S &S Scientific Supply, Inc.
4. Similo, agrees to make payment in the amount of $11,000.00 in
settlement of this matter.
Similo agrees to make a payment of $10,000.00
payable to the Commonwealth of Pennsylvania
and forwarded to the Pennsylvania State Ethics
Commission within thirty (30) days of the
issuance of the final adjudication in this matter.
Similo agrees to make a payment of $1,000.00,
representin0 a portion of the costs incurred by
the Commission in the investigation and
enforcement of this matter, which shall be made
payable to the Pennsylvania State Ethics
Commission.
Similo agrees to not accept any reimbursement, compensation
or other payment from the Elizabeth Township Authority
representing a full or partial reimbursement of the amount paid
in settlement of this matter.
The Investigative Division will recommend that the State Ethics
Commission take no further action in this matter; and make no
specific recommendations to any law enforcement or other
authority to take action in this matter. Such, however, does not
prohibit the Commission from initiating appropriate
enforcement actions in the event of Respondent's failure to
comply with this agreement or the Commission's order or
cooperating with any other authority who may so choose to
review this matter further.
Consent Agreement, at 1 -2.
In considering the Consent Agreement, we agree with the parties that Similo violated
Section 1103(8) of the Ethics Act in relation to his contracting with the ETSA for consulting
services within one year after having been associated with the ETSA, which resulted in a
private pecuniary gain of $2,144.45, and in relation to his business, S &S, selling manhole
eliminators to the ETSA within the same one -year period, resulting in a profit to S &S.
Similo, 14 -062
age 16
Section 1103(g) of the Ethics Act prohibits a former public official /public employee
from representing a person with promised or actual compensation before the governmental
body with which he has been associated for a period of one year after he leaves that body.
The term "person" is defined to include, inter alia, corporations and other businesses as
well as the former public officiallpublic emp oyee himself. Confidential Opinion, 93-005.
When Similo's term of office as a Member of the ETSA Board expired on December
31, 2012, he became a former public official sub'ect to the restrictions of Section 1103(g)
of the Ethics Act. Pursuant to Section 1103(q of the Ethics Act, during the first year
following termination of Similo's service on the TSA Board, Similo was prohibited from
"representing" a "person" before the ETSA, including but not limited to himself or S &S, with
promised or actual compensation.
On February 7, 2013, the ETSA Board approved a motion to ask Similo to be a
business consultant. Similo accepted the ETSA Board's offer to retain him as a business
consultant, and he began performing consulting services for the ETSA on February 8,
2013, less than two months after his term of office as an ETSA Board Member expired.
On April 4, 2013, the ETSA Board approved a contract with S &S, a business of
which Similo is the President and sole owner and operator, for consulting services at a rate
of $75.00 per hour for not less than twenty hours per week. Similo, as a representative of
S &S, signed the consulting contract with the ETSA. Similo entered into the contract with
the ETSA within one year of leaving his service as a Member of the ETSA Board. On the
same day that the ETSA Board approved the contract with S &S, the ETSA Board approved
a payment in the amount of $2,144.45 for 27.75 hours of consulting services provided to
the ETSA by Similo /S &S from February 8, 2013, through March 27, 2013, at the rate of
$75.00 per hour.
From approximately December 2002 through June 2012, COTT Manufacturing
supplied the ETSA with manhole eliminators. Similo had exclusive rights to sell the
manhole eliminator in the eastern United States, and he had agreed to forego any
commission that he might make on the sale of the manhole eliminators to the ETSA by
COTT Manufacturing.
In or about July 2013 and August 2013, Similo and ETSA Board Chairman Mathews
discussed the need for manhole eliminators on at least two separate occasions. Similo
informed Mathews that S &S could supply the manhole eliminators to the ETSA and that
the manhole eliminators would not be sold at cost to the ETSA because Similo was no
longer serving on the ETSA Board. Similo and Mathews agreed that the manhole
eliminators would be purchased from S &S.
S &S began supplying the ETSA with manhole eliminators in late August 2013. S &S
sold the manhole eliminators to the ETSA at a profit of $28.50 per unit. Within one year
after Similo's term of office as a Member of the ETSA Board expired, S &S submitted three
invoices to the ETSA for the sale of manhole eliminators, including an initial invoice for one
hundred manhole eliminators.
With each element of a violation of Section 1103(g) of the Ethics Act established, we
hold that Similo violated Section 1103(g) of the Ethics Act, 65 Pa.C.S. § 1103(8), in relation
to his contracting ith the ETSA for consulting services within one year after having been
associated with the ETSA, which resulted in a private pecuniary gain of $2,144.45; and in
relation to his business, S &S, selling manhole eliminators to the ETSA within the same
one --year period, resulting in a profit to S &S.
As part of the Consent Agreement, Similo has agreed to make payment in the total
amount of $11,000.00 in settlement of this matter as follows. Similo has agreed to make
payment in the amount of $10,000.00 payable to the Commonwealth of Pennsylvania and
Similo, 14 -062
age 17
forwarded to this Commission within thirty (30) days of the issuance of the final
adj Pennsylvania State Ethics Commission, representing a portion of th
udication in this matter. Similo has agreed to make payment of $1,000.00 payable to
the e costs incurred by
the Commission in the investigation and enforcement of this matter. Similo has further
agreed to not accept any reimbursement, compensation or other payment from the
Elizabeth Township Authority representing a full or partial reimbursement of the amount
paid in settlement of this matter.
We determine that the Consent Agreement submitted by the parties sets forth a
proper disposition for this case, based upon our review as reflected in the above analysis
and the totality of the facts and circumstances.
Accordingly, per the Consent Agreement of the parties, Similo is directed to make
payment in the amount of $10,000.00 payable to the Commonwealth of Pennsylvania and
forwarded to this Commission by no later than the thirtieth (30th) day after the mailing date
of this adjudication and Order.
Per the Consent Agreement of the parties, Similo is directed to make payment in the
amount of $1,000.00 payable to the Pennsylvania State Ethics Commission, representing a
portion of the costs incurred by the Commission in the investigation and enforcement of
this matter, with such payment forwarded to this Commission by no later than the thirtieth
(30th) day after the mailing date of this adjudication and Order.
Per the Consent Agreement of the parties, Similo is directed to not accept any
reimbursement, compensation or other payment from the Elizabeth Township Authority
representing a full or partial reimbursement of the amount paid in settlement of this matter.
Compliance with the foregoing will result in the closing of this case with no further
action by this Commission. Noncompliance will result in the institution of an order
enforcement action.
IV. CONCLUSIONS OF LAW:
1. As a Member of the Board of Directors of the Elizabeth Township Sanitary Authority
( "ETSA"), Allegheny County, from August 18, 1993, through December 31, 2012,
Respondent Robert Similo Similo ") was a public official subject to the provisions of
the Public Official and Employee Ethics Act ( "Ethics Act "), 65 Pa.C.S. § 1101 et seq.
2. Similo violated Section 1103( ) of the Ethics Act, 65 Pa.C.S. § 1103(g), in relation to
his contracting with the ETS for consulting services within one year after having
been associated with the ETSA, which resulted in a private pecuniary gain of
$2,144.45; and in relation to his business, S &S Scientific Supply Inc., selling
manhole eliminators to the ETSA within the same one -year period, resulting in a
profit to S &S Scientific Supply, Inc.
In Re: Robert Similo, File Docket: 14 --062
Respondent Date Decided: 7127117
Date Mailed: 7131117
ORDER NO. 1717
Robert Similo ("Similo"), a public official in his capacity as a Member of the Board of
Directors of the Elizabeth Township Sanitary Authority ( "ETSA "), Allegheny County,
from August 18, 1993, through December 31, 2012, violated Section 1103(g) of the
Public Official and Employee Ethics Act, 65 Pa.C.S. § 1103(g), in relation to his
contracting with the ETSA for consulting services within one year after having been
associated with the ETSA, which resulted in a private pecuniary gain of $2,144.45;
and in relation to his business, S &S Scientific Supply Inc., selling manhole
eliminators to the ETSA within the same one- year-period, resulting in a profit to S &S
Scientific Supply, Inc.
2. Per the Consent Agreement of the parties, Similo is directed to make payment in
the amount of $10,000.00 payable to the Commonwealth of Pennsylvania and
forwarded to the Pennsylvania State Ethics Commission by no later than the thirtieth
(30tH) day after the mailing date of this Order.
3. Per the Consent Agreement of the parties, Similo is directed to make payment in
the amount of $1,000.00 payable to the Pennsylvania State Ethics Commission,
representing a portion of the costs incurred by the Commission in the investigation
and enforcement of this matter, with such payment forwarded to this Commission by
no later than the thirtieth (30th) day after the mailing date of this Order.
4. Per the Consent Agreement of the parties, Similo is directed to not accept any
reimbursement, compensation or other payment from the Elizabeth Township
Authority representing a full or partial reimbursement of the amount paid in
settlement of this matter.
5. Compliance with paragraphs 2, 3, and 4 of this Order will result in the closing of this
case with no further action by this Commission.
Noncompliance will result in the institution of an order enforcement action.
BY THE COMMISSION,
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