SPECIAL INVESTIGATION REPORT ON THE EVALUATION COMMITTEE CONVENED BY THE ILLINOIS DEPARTMENT OF THE LOTTERY TO SELECT A PRIVATE MANAGER Sergio E. Acosta Joel D. Bertocchi Charles R. Schmadeke Kenneth E. Yeadon Hinshaw 8r. Culbertson LLP 222 North LaSaIle Street, Suite 300 Chicago, Illinois 60601 (312) 704?3472 December 20, 2017 I. INTRODUCTION A. Executive Summary On October 13, 2017, the State of Illinois, Department of the Lottery (?Lottery) and Camelot Illinois ("Camelot") entered into a Private Management Agreement whereby Camelot would assist the State in the management and Operation of the Lottery. The PMA's execution was the culmination of more than two years? effort by employees of the Lottery, the Governor's Of?ce, and the State?s Chief Procurement Of?ce for General Services to select a private manager. On October 30, 2017, Chief Procurement Of?cer Ellen H. Daley (?Daley") for CPO-GS became aware of information suggesting that one or more members of the Lottery?s five person evaluation committee that reviewed the technical response aspects of Camelot's PMA proposal may have had previously undisclosed personal relationships with one or more lobbyists for Camelot. That same day, after having consulted with legal counsel for the State?s Executive Ethics Commission, Daley sent Gregory H. Smith (?Smith?), the Lottery's Acting Director, a memorandum withdrawing her certi?cation of the procurement process for the PMA. According to Daley?s October 30, 2017 memorandum, Daley believed that her prior certi?cation may have relied on false information, and stated that she intended to pursue further investigation of this matter. Daley recounted that on September 18, 2017 she certi?ed, as required by Illinois law, that the PMA procurement process conformed to the Illinois Administrative Rules. According to Daley, on October 30, 2017 she became aware of information that, had she known the information before the September 18, 2017 certi?cation, would have impacted her ability to certify the procurement process. The alleged false information was that one or more evaluation committee members may have failed to disclose their personal relationships with Camelot lobbyists, thereby creating a potential con?ict of interest or creating the appearance of a con?ict of interest or other impropriety. Based on that information, Daley withdrew her September 18, 2017 certi?cation. Daley provided copies of her October 30, 2017 memorandum to the Illinois Executive Inspector General?s Of?ce and to the Governor's Of?ce. On November 14, 2017, the State of Illinois, after consultation between the Governor's Of?ce and CPO-GS, retained Hinshaw 8: Culbertson, LLP to conduct an investigation. We investigated whether any of the evaluation committee members had a relationship with a lobbyist for Camelot that created an actual con?ict of interest or created the appearance of a con?ict of interest or other impropriety. Camelot Illinois, LLC and its af?liate Camelot North Global Services (North America), Inc. are collectively referred to as "Camelot." B. Investigative Findings We found no evidence that any evaluation committee member was improperly in?uenced by a lobbyist for Camelot, or that the work of the evaluation committee was in?uenced by lobbyists for Camelot. We did not ?nd evidence of any actual con?icts of interest. We do ?nd that two evaluation committee members, Jayme Odom (?Odom") and Michael Mahoney had long-standing personal relationships with lobbyists for Camelot that could have created the appearance of a conflict of interest or other impropriety. Odom and Mahoney did not preperly disclose their personal relationships with lobbyists for Camelot at the outset of the evaluation process. Furthermore, we ?nd that Odom should have disclosed to the Lottery's ethics of?cer that she had contact with a Camelot lobbyist, Nancy Kimme, during the evaluation committee's work. Nevertheless, Odom and Mahoney's actions did not affect the committee's work, much less materially affect its work. Our investigation found that Odom, Mahoney, and the other three committee members took their responsibilities seriously, conscientiously reviewed Camelot's materials, participated in all scheduled meetings, and individually scored Camelot's technical responses. We also reviewed the evaluation committee members? scoring, and found that Mahoney and Odom's scores were consistent with the scores given by other committee members. 0. Methodology We conducted an independent investigation. During the investigation, with the full cooperation of the Governor's O?ice, CPO-GS. and Department of Central Management Services, we collected, reviewed, and analyzed voluminous documents and emails. Speci?cally, we requested and reviewed documents relating to, among other things, the PMA procurement process, the evaluation committee's work, ethics disclosure forms, and the decision to certify and then withdraw its certi?cation of the PMA procurement process. In addition, we reviewed thousands of emails sent and received by Lottery employees and evaluation committee members. We also reviewed Illinois statutes and rules applicable to the Lottery?s PMA procurement process, and the ethical requirements relating to the PMA procurement process. During the investigation, we interviewed seventeen witnesses, including the evaluation committee members, Lottery employees, CPO-GS employees, and Camelot?s lobbyists. The majority of the interviews were conducted in person. Several witnesses were interviewed multiple times. The witnesses were cooperative and generally responsive. No request for information was denied. II. BACKGROUND A. The Lottery And The PMA Procurement Process In 2009, the Illinois General Assembly amended the Illinois Lottery Law, 20 ILCS 1605/1 to 27, to authorize the State to enter into a PMA with a vendor to assist the Lottery with its management and operations. In 2011, Illinois entered into its ?rst PMA with Lottery Games. LLC The State and later agreed to terminate the PMA. Thus, beginning in at least 2015, the Lottery started a process to select a new private manager. The selection of a private manager is governed by the Lottery Law and not the State Procurement Code, 30 ILCS 500, with one relevant exception. The Lottery Law incorporates the Procurement Code's ethics provision, 30 ILCS 500/50, as discussed below. The Procurement Code's ethics provision is referred to as Article 50. Section 9.1(o) of the Lottery Law describes the private manager selection process. 20 ILCS This section provides, in relevant part, that the CPO- GS shall adopt administrative rules to establish a procurement process to select a successor private manager if a PMA has been terminated, which was the case with The rules adopted by the CPO-GS are at Title 44, Subtitle A, Chapter I, Part 1, Sections 1.8000 to 1.8030. According to those rules, the selection process begins with a request for proposal Proposals are evaluated based on certain criteria, referred to as the pr0poser's technical responses, which include marketing the lottery, social responsibility, and past performance. The rules provide that price or other forms of compensation may not be evaluated until after the proposals have been ranked and the most quali?ed vendor identi?ed. According to the rules at Sections 1.8000 to 1.8030, the Lottery is responsible for assembling an evaluation committee to review the proposals against the criteria set out in the RFP. The evaluation committee membership should be tailored to the solicitation and include the appropriate expertise, technical or otherwise, to ensure a comprehensive evaluation of the preposals. Evaluation committee members are subject to the Lottery Director's approval. The Director is empowered to remove evaluation committee members for failure to comply with his instructions or directions. The evaluation committee conducted its work in private. Although the evaluation committee was permitted to have certain discussions with offerors, the entire committee had to be present for the discussions. As a practical matter, and as discussed below, the evaluation committee routed all questions from Camelot through the CPO-GS's Deputy Director, Jan Morrow (?Morrow?), or the Lottery's Agency Procurement Of?cer, Helen Kim In any event, committee members were prohibited from disclosing any information contained in any proposal to any other person, other than personnel authorized by the Director or his designee, until after the award of the proposed contract. Following the completion of the evaluation committee's work, a separate pricing committee ranked the proposal as to price. In this case, the pricing process was straightforward because there was only one proposal. As discussed below, some of the same individuals who served on the evaluation committee served on the pricing committee. After the pricing committee completed its work, the Lottery determined the ?nalists and engaged in negotiations with the ?nalists toward reaching a PMA. Here, Camelot submitted the only proposal and was the only ?nalist. The Lottery also conducted a public hearing. Before announcement of the award of the contract, CPO-GS Daley was required to certify that the PMA procurement process was conducted in conformity with law. Finally, the Lottery made a recommendation to the Governor, who had the authority to accept or reject the recommendation. B. Legal And Ethical Standards For Conflicts Of Interest, And The Appearance Of Conflicts And Other Improprieties 1. Legal Standards Con?icts of interest in reported cases most frequently involve judges and attorneys. We have found not reported cases analyzing con?icts of interest in the procurement context. The Illinois Supreme Court has used an objective reasonable person standard to determine whether a judge's impartiality might reasonably be questioned. "This test mandates disquali?cation when a reasonable person might question the judge?s ability to rule impartially.? Barth v. State Farm Fire Cos. Co., 886 976, 983 (Ill. 2008) (not an abuse of discretion to deny disquali?cation motion where the defendant insured the trial judge). Accordingly, a judge does not need to disqualify himself just because a friend appears before him in court. People v. Buck, 838 187, 196 (Ill. App. Ct. 2d. Dist. 2005) (trial judge not necessarily disquali?ed from presiding over a case where one of the attorneys supported his election campaign in the past, but did not donate money or actively participate in the campaign). The Seventh Circuit has held that the appearance of impropriety was created when a federal judge and federal prosecutor had a very close friendship where their families vacationed together immediately after they completed a criminal trial. United States 0. Murphy, 768 F.2d 1518, 1538 (7th Cir. 1985). In Murphy, the Seventh Circuit considered whether the judge should have disquali?ed himself under 28 U.S.C. 455(a), which provides that a judge shall disqualify himself in any proceeding in which his impartiality may be questioned. Id. at 1537. The Seventh Circuit stated that the statutory test is not actual impartiality, but the existence of a reasonable question about impartiality. Murphy, 768 F.2d at 1537. When a question arises about a friendship between a judge and a lawyer, the test is whether: the judge feels capable of disregarding the relationship; and whether others can reasonably be expected to believe that the relationship is disregarded. Id. The analysis considers whether an astute observer in either culture would conclude that the relationship between judge and lawyer is very much out of the ordinary course and presents a potential for actual impropriety if the worst implications are realized. Id. The appearance of partiality is found when an objective, disinterested observer fully informed of the facts underlying the grounds on which recusal was sought would entertain a signi?cant doubt that justice would be done in the case. Id. As part of its analysis, the Seventh Circuit observed that the existence of a reasonable question about impartiality changes over time because the ordinary conduct of lawyers and judges changes over time. Murphy, 768 F.2d at 1537. In modern day legal culture, friendships between judges and lawyers is common and desirable. Id. Social and of?cial communications among judges and lawyers may improve the quality of legal decisions, and make the isolation of serving on the bench more tolerable. Id. Many well-quali?ed people might hesitate to become judges if they knew that they would be cut-off from their friends, and have to disqualify themselves in a number of cases. Id. Nevertheless, the Seventh Circuit in Murphy concluded that an objective observer would doubt the ability of a judge to act with utter disinterest when he was such a close friend of the prosecutor that the families were just about to take a joint vacation. Id. at 1538. Illinois state courts have also analyzed the appearance of impropriety in matters involving criminal prosecutors. Criminal prosecutors may be disquali?ed from the prosecution of defendants where their continued participation would create the appearance of impropriety. People v. Long, 805 1249, 1253-54 (Ill. App. Ct. 2d Dist. 2004). The propriety of a prosecutor's continued participation in a case must be weighed against countervailing considerations. Id. at 1254. The countervailing considerations include: (1) the burden that would be placed on the prosecutor's of?ce if the entire of?ce had to be disquali?ed: (2) how remote the connection is between the prosecutor's of?ce and the alleged con?ict of interest; and (3) to what extent the public is aware of the alleged con?ict of interest. Id. 2. State Procurement Code The Lottery Law incorporates the ethics provisions in Article 50 of the Procurement Code. Article 50 has two general ethics requirements. Article 50-13 provides that state employees who receive compensation exceeding 60% of the Governor?s salary may not have any contract with the State or any direct pecuniary interest in a State contract. 30 ILCS 500/50-13. Here, there is no evidence that anyone serving on the evaluation committee had a direct pecuniary interest in the PMA. Article 50-35 imposes ?nancial disclosure obligations on parties proposing contracts with an annual value of more than $50,000. As part of the disclosures, the parties proposing contracts must provide notice of any con?icts of interest involving the state government. Similarly, there is no evidence that the proposer in this case, Camelot, failed to disclose a con?ict of interest with the State. 2 3. Lottery's Con?ict Agreement As part of the private manager selection process, the Lottery Director, or his designee, is empowered to issue instructions and directions to the evaluation committee. 44 Ill. Code Although neither statute nor administrative rule required it, the Director imposed a Compliance, Con?ict of Interest, and Con?dentiality Agreement (?Con?ict Agreement") on the members of the evaluation committee. By signing the Con?ict Agreement, the members, among other things: certi?ed that they have neither a prohibited interest nor a material, personal interest that may affect the members? participation in the evaluation process; (ii) agreed to maintain con?dentiality of the procurement evaluation; and acknowledged that they are ?bound by the requirements of the Illinois Lottery Law, State Of?cials and Employees Ethics Act, applicable provisions of the Illinois Procurement Code," and the procurement rules. Signi?cantly, they further certi?ed that, if they ?become aware of any situation that . . . might indicate a con?ict of interest or create the appearance of a con?ict or other impropriety,? they will notify the Lottery's Ethics Of?cer. 4. State Code Of Personal Conduct Finally, as state employees, the evaluation committee members were subject to the State of Illinois Code of Personal Conduct. The Code was prepared by CMS, on behalf of the Governor, and applies to all Lottery employees and other state employees under the Governor's jurisdiction. Violations of the code may result in discipline, up to and including discharge. The Code sets forth principles of public service, including that public service is a public trust and not to be used for private gain. State employees must ?take appropriate action to identify, disclose, and avoid potential con?icts of interest with the performance of their official duties.? The Code also provides that public servants 2 We also considered the State Of?cials and Employees Ethics Act. The Act prohibits an employee of the executive branch from promising anything of value relating to State government, including the awarding of any public contract. 5 ILCS This provision does not apply here. as good citizens should .avoid any action that creates the appearance of a violation of the law or the ethical standards set forth in the Code of Personal Conduct. INVESTIGATION A. The RFP And Selection Of The Evaluation Committee On July 8, 2016, the Lottery issued the RFP. The deadline to submit proposals, after an extension was granted, was November 4, 2016. On November 4, 2016, Kim and Rana Janney (?Janney?), the Lottery?s Deputy General Counsel, opened the proposals received in response to the RFP. Camelot submitted the only proposal. By the time that the RFP was issued, the selection process had been in the planning stages since at least 2015. According to witnesses, the PMA was expected to be an exceptionally large procurement worth more than $2 billion. Because of the value of the procurement and a collective sense that the prior selection process had been ?awed, the Lottery and CPO-GS were sensitive to establishing a good process. Although the Lottery was responsible under Illinois statute to select the private manager, the Lottery's procurement staff lacked the experience to handle the complex private manager procurement. Kim had joined the Lottery only a few months before the RFP, and did not have any previous procurement experience. In addition, the Lottery had three general counsels over the course of 2016 and 2017, and they were not highly experienced with procurements}I CPO-GS Daley involved her of?ce early in the process because of the size and scope of the procurement, the Lottery?s inexperience in procurement, and Daley's recognition that she was responsible for determining whether to certify the procurement?s compliance with Illinois law. Daley assigned her chief deputy, Morrow, to monitor, and provide advice and guidance, throughout the process. Due to the Lottery staffs lack of procurement experience, they frequently consulted with Morrow. Because Morrow is based in Spring?eld and the Lottery's Of?ces are in Chicago, most of the communications were by phone or video conference. Kim contacted Morrow with questions on a daily basis. if not several times a day. Morrow provided Daley frequent updates regarding the PMA procurement process. Beginning in at least spring 2016, the composition of the evaluation committee was discussed among Acting Lottery Director Tim McDevitt, Morrow, and others. Morrow wanted to be sure that the individuals on the evaluation committee would not be swayed by outside in?uences. She also did not want the 3 In late 2016, General Counsel Nellie Viner left the Lottery, and Janney became Acting General Counsel. anney did not participate in the evaluation committee process. In mid-April 2017. Annice Kelly became the Lottery?s General Counsel. evaluation committee to have an excessive number of members because she anticipated dif?culties with scheduling meetings to accommodate various schedules. According to McDevitt, by early August 2016, he had settled on ?ve individuals Mahoney, Harold Mays, himself, Odom, and Hans Zigmund. According to McDevitt, Morrow, and other witnesses, the ?ve members selected for the evaluation committee had the requisite experience to select a private manager. Mahoney was selected because he had been Deputy Director for Research and Policy for the Governor's Of?ce where he had been involved with a number of issues relating to the Lottery. Mays was selected because he was the Lottery?s Chief of Operations and Technology, and had a strong understanding of the information technology and operational requirements for a private manager. In addition, Mays understood the various games that are central to the Lottery's business. McDevitt was the Lottery's Acting Director" and he had a strong ?nancial background. Odom was the Lottery?s Chief of Staff, and had gained operations experience during her prior 18 months with the Lottery. Hans Zigmund had a strong background in economics, having previously served as the Chief Economist for the Illinois Department of Revenue. In addition, Zigmund had served on the evaluation committee that selected B. November 10, 2016 Evaluation Committee Meeting On November 10, 2016, the Lottery held the ?rst evaluation committee meeting at its of?ces in Chicago. The ?ve members of the evaluation committee were in attendance, and were joined by Lottery General Counsel Nellie Viner (?Viner") and Kim. Morrow and another CPO-GS employee, Angela Davis, participated by video conference. Viner led the meeting, and introduced the evaluation committee members. According to attendees, Viner distributed the RFP Guidelines and Con?ict Agreements to the committee members. The RFP Guidelines document described the evaluation process for the private manager solicitation, and instructed committee members to use their assigned evaluator number? and not their names In October 2016, Greg Smith replaced McDevitt as Acting Lottery Director. McDevitt became the Deputy Director of Government Transformation and Metrics for Illinois. 5 The members were identi?ed as follows: EC 1 was Mahoney. EC 2 was Harold Mays, EC 3 was Tim McDevitt, EC 4 was Odom, and EC 5 was Hans Zigmund. The Lottery took the position from the outset of the evaluation committee process that the members' identities were con?dential. On November 7, 2016, Odom advised a employee by email that we release the names of the Evaluation Committee members, it will likely be after the award of the bid. This is the process to avoid any undue in?uence on the Committee." on all documents to maintain con?dentiality. The RFP Guidelines provided the following instructions regarding con?icts of interest: An individual may have a con?ict of interest if (s)he, a relative, or a household member has a personal interest in any offeror or subcontractor. A relative includes spouse, parent, sibling, child, grandchild, grandparent, aunt, uncle, or cousin, including step, half, foster or in-law relationships. A household member includes anyone with whom the individual resides. If a Team member discovers a con?ict of interest which meets these criteria, or any other relationships or circumstances which may create the perception of a con?ict of interest formerly employed by offeror or subcontractor, best friend works for offeror, etc.), (s)he must immediately notify the SPO [Jan Morrow], who will determine whether the circumstances warrant removal from the Team. All Evaluation Team members must complete a con?ict of interest disclosure form. (Emphasis in original.) The Con?ict Agreement stated in relevant part that: I hereby certify that neither I nor any members of my immediate family have a material, personal, ?nancial or ?duciary interest that would affect my participation in the New Manager RFP Evaluation Process. If I should become aware of any situation that could con?ict with any of the representations above, or that might indicate a con?ict of interest or create the appearance of a con?ict or other I will notify the Illinois Department of the Lottery?s Ethics Of?cer [then Nellie Viner] immediately. (Emphasis added.) All evaluation committee members signed the Con?ict Agreement. Odom signed the Con?ict Agreement on November 4, 2016, and the rest of the evaluation committee signed the agreement on November 10, 2016. On November 30, 2017, we interviewed Odom, and she: told us the following regarding the meeting. Before the November 10, 2016?meeting, Odom was concerned regarding her relationships with friends? that were lobbyists. In- particular, Odom was concerned about lobbyist Eric Elk, who is one of Odom?s longtime friends. Odom did not want to serve on the committee if service meant that she could not speak with Elk or any number of other individuals she knew who were lobbyists through her work in Illinois state politics. Before joining the Lottery, Odom had been the Executive Director of the Illinois Republican Party. Odom knew that Elk was a lobbyist for Camelot. When B.R. Lane was the Lottery?s Director, Elk had made arrangements through Odom to meet with Lane and to introduce Camelot of?cials to Lane. According to the Illinois Secretary of State's website, Elk's ?rm, Fulcrum Strategies, has been registered with the Illinois Secretary of State to lobby on behalf of Camelot North America since at least 2015. Odom told us she raised her concern with Viner before the November 10, 2016 meeting, and that she told Viner that Mahoney had the same concern. According to Odom, Viner asked Odom to hold her questions for the November 10, 2016 meeting. Odom further told us that, at the meeting, either she or Mahoney asked whether their personal relationships with Camelot lobbyists affected their ability to serve as evaluation committee members. Morrow purportedly answered the question. According to Odom, Morrow stated words to the effect that evaluation committee members could serve on the committee as long as they did not discuss the PMA evaluation process with lobbyists. On December 1, 2017, we interviewed Mahoney. Mahoney told us that, at the November 10, 2016 meeting, he asked Morrow whether his friendship with Camelot lobbyist Eric Elk created any problems for his service on the evaluation committee. According to Mahoney, Morrow told Mahoney that if he did not have a personal ?nancial interest in Elk?s lobbying efforts, then Mahoney's friendship with Elk did not pose any problems. Mahoney said that, based on Morrow?s advice, he believed that he and Odom could serve on the evaluation committee. In early November 2017, after Daley had withdrawn her certi?cation and prior to the initiation of our investigation, attorneys with the Governor's General Counsel?s Of?ce interviewed Odom, Mahoney, and others. Based on our understanding of Odom?s interview with the Governor's attorneys, Odom described the November 10, 2016 meeting to them much the same as she described the meeting to us. It is our understanding, however, that Mahoney told the Governor?s attorneys that he did not remember any discussion regarding con?icts or disclosures at the November 10, 2016 meeting. Mahoney also told the Governor's attorneys that he did not remember having been told to disclose friendships with lobbyists. ID When we interviewed Mahoney on December- 1, 2017, Mahoney admitted that, before he met with us, he and Odom had discussed that he raised the con?ict issue with Morrow. Mahoney told us that his discussion with Odour-had refreshed his recollection concerning the November 10, 2016 meeting. The timing of Mahoney?s conversation with Odom was inappropriate and calls into question the veracity of both his and Odom?s accounts of the November 10, 2016 meeting. Indeed, this version of the November 10, 2016 meeting stands in stark contrast to the recollection of other participants. We asked the other attendees at the November 2016 meeting whether Odom and Mahoney raised this issue. Mays told us that he recalled some back and forth regarding con?icts of interest, but that, generally, he did not recall anyone discussing speci?c relationships. Mays said there were no ?oh my God moments." Kim told us that she too had recently discussed this issue with others at the Lottery, and that she could not distinguish her recent discussions from her recollection of the November 10, 2016 meeting. According to Morrow, this issue was not raised at the meeting or thereafter. Tim McDevitt, Hans Zigmund, and Angela Davis did not recall the issue having been raised. On November 30, 2017, we interviewed Viner. Viner?s memory of the November 10, 2016 meeting was vague, but she did not remember any questions regarding con?icts during the meeting. After the meeting, however, Mahoney asked Viner whether he should be concerned regarding a long-standing friendship he had with a lobbyist. Odom may have been present for the conversation. Viner did not recall whether Mahoney said the lobbyists' name, although she speculated during her interview that Mahoney may have mentioned Nancy Kimme (?Kimme") or Aaron Winters Viner also did not recall whether Mahoney told her that his friend was a Camelot lobbyist. It is unlikely that Mahoney brought up Camelot because Kimme and Winters did not register to lobby for Camelot until March 2017 and June 2017, respectively. In any event, Viner told us she would have been concerned if she had learned that Mahoney's friend was a Camelot lobbyist. Viner told us that she believed she told Mahoney that his friendship with the lobbyist should not be a problem if he followed the rules on the Con?ict Agreement. Viner also told Mahoney that she would get back to him on this issue. Viner believes that she may have told Morrow about Mahoney's concern during a phone call soon after the meeting. Viner's recollection is that Morrow told her that, as long as Mahoney complied with the rules in the Con?ict Agreement, he should not have any concerns. We also interviewed Morrow. Morrow told us that Viner did not raise Mahoney?s issue with Morrow in a phone call or in any other manner. Morrow was emphatic that during the November 10, 2016 meeting, there was no discussion regarding evaluation committee members having friends that were lobbyists or 11 Camelot lobbyists. The ?rst time that MOrrow learned that evaluation committee members had lobbyist friends, much less Camelot lobbyist friends, ?was during a phone call on October 30, 2017 with Daley, Janney, and the Lottery?s General Counsel, Annice Kelly Morrow would have remembered any prior discussion because Morrow would have been very troubled to know that evaluation committee members had relationships with Camelot lobbyists. If Viner had told Morrow that Mahoney, or another committee member, was friends with a Camelot lobbyist, Morrow would have sought to have him removed from the committee. On November 17, 2017, we interviewed Daley. Morrow did not tell Daley, at any point during the procurement process, that evaluation committee members had relationships with lobbyists, much less Camelot lobbyists. Morrow frequently updated Daley regarding issues with the PMA procurement. This issue did not come up in any of their discussions. C. The Evaluation Committee?s Work From November 10, 2016 to March 24, 2017, the evaluation committee held ten meetings to review Camelot?s proposal materials.? Camelot's materials were voluminous and took up multiple binders. According to the evaluation committee members, Morrow, Kim, and others, the committee members took their responsibilities seriously and were diligent in their individual efforts to review the materials and independently score Camelot's proposal in accordance with the criteria set forth in the RFP. The evidence is that the evaluation committee carried out its work in secret. There is no evidence that the identities of the evaluation committee were known to anyone outside those involved directly in the PMA process. Furthermore, there is no evidence of any improper communications between the evaluation committee members and anyone else, except for the call between Odom and Kimme, a Camelot lobbyist, discussed below. Before conducting interviews, we obtained emails sent and received by Odom, Mahoney, and McDevitt using their State of Illinois email addresses from November 1' 2016 to November 17, 2017. We reviewed thousands of emails, and did not ?nd any evidence of improper communications with anyone relating to the PMA procurement. We also reviewed the evaluation committee's scoring. Odom and Mahoney's scores are consistent with the scores given by other committee members. Odom's average score for the proposal was in the middle among the committee?s scoring. Mahoney's average score for Camelot?s proposal was the lowest of the five member The meetings were on November 10, 2016, December 6, 2016, December 20, 2016, January 5, 2017, January 17, 2017, January 19, 2017, January 27, 2017, February 3, 2017, March 9, 2017, and March 20, 2017. committee. The following chart summarizes the committee?s scores by member. The maximum score for any technical response was eight. 1 E01 E02 E03 E04 E05 Technical Response MM HM TM JO HZ AVL Marketing the Lottery 7 6 6 7 6 6.4 Social Responsibility 8 7 6 7 8 7.2 Management 5 7 6 6 7 6.2 Past Performance (Lottery 6 6 7 8 8 7.0 Speci?c) Past Performance (Similar 6 7 6 6 7 6.4 Work) Past Performance (Maximizing 6 8 6 6 8 6.8 Revenue) Plan for Performing the 6 7 7 6 6 6.4 Services (General Plan) Plan for Performing the 5 7 6 6 7 6.2 Services (Subcontractor Plan) Plan for Performing the Services (Transparency and Integrity Plan) Ability to Perform the Services 5 6 6 7 7 6.2 Personnel, Equipment5.8 Facilities Record of Compliance 5 6 6 6 8 6.2 Financial Strength 4 5 4 4 6 4.6 Investment Capability 5 3 4 5 6 4.6 Innovation 5 7 7 6 6.2 Other Quali?cations and 6 7 6 7 6.4 Experience Average 6.438 6.376 6.0 6.188 6.75 In March 2017, the evaluation committee completed its work. On March 1. 2017, evaluation committee members submitted their technical scores. On March 9. 2017, the evaluation committee held its ninth meeting to discuss the score that Mahoney had given Camelot?s technical response for ?Past Performance (Maximizing Revenue)" Mahoney had given Camelot a score of 4. which was outside the predetermined standard deviation range. During the meeting, Mahoney changed his score to 6, which was still less than the committee?s average score of 6.8 for that technical response category, but within the acceptable standard deviation range for scoring. During the March 9, 2017 meeting, members provided comments for their scores. Although the evaluation committee held one more meeting on March 24, 2017, they had completed the scoring of the technical aspects of the RFP on March 9, 2017. 13 On March 9, 2017, Kim and Janney opened Ca-melotis pricing packet to proceed with the pricing stage of the procurement process. On March 10. 2017. the pricing committee met. The pricing committee was composed of McDevitt, Smith, and Mark Lewis. Morrow and Kim also attended the pricing committee meeting. Zigmund had intended to participate in the pricing committee, but had a scheduling con?ict. At the March 10, 2017 meeting, McDevitt, Smith, and Lewis elected to continue with the process, and agreed upon a score for Camelot's pricing proposal. On March 15, 2017, the pricing committee submitted its score to Kim and Morrow. D. March 2017 Inquiry From Camelot Lobbyist Nancy Kimme On March 13, 2017, Advantage Government Strategies, LLC ?led a lobbyist registration with the Illinois Secretary of State identifying Camelot as one of its clients. Advantage Government Strategies, LLC is a partnership between Kimme and Winters? company, The Winters Group, LLC. Kimme is a former long-time state employee who has been active in the Illinois Republican Party for many years. On December 1, 2017, we interviewed Kimme. Kimme told us that Camelot retained her because Camelot was frustrated with the length of the procurement process. One of the ?rst steps Kimme took was to contact Odom. Odom and Kimme have known each other for at least ten years. Odom fu?st interacted with Kimme early in Odom's career in connection with the Illinois Republican Party. Neither Odom nor Kimme described one another as close personal friends, although they are friendly political acquaintances and see one another on occasion in professional and social settings. According to Odom and Kimme, Kimme was instrumental in placing Odom as the Lottery's Chief of Staff. Kimme was an advisor to Governor Rauner?s transition team. Following the Governor?s election, Kimme was tasked with, among other things, ?nding a state job for Odom. Odom told us that Kimme asked Odom what she wanted to do, and Odom gave Kimme an idea of what she wanted to do. Kimme later returned to Odom with the opportunity to be the Lottery?s Chief of Staff, and Odom expressed interest in the position. Odom?s new position was a signi?cant pay raise over her former position as the Illinois Republican Party's Executive Director. Kimme told us that she called Odom soon after she was retained by Camelot. She registered to lobby for Camelot with the Illinois Secretary of State on March 13, 2017. The Lottery noti?ed Camelot that it was the ?nalist on March 24, 2017. Based on Kimme?s description of the timing and substance of her conversation with Odom, it appears that Kimme called Odom between March 13 and March 24, 2017, when the evaluation committee held its ?nal meeting. During the call, Odom told Kimme that the procurement was still in process, and that background checks were under underway. Odom told us that she did not remember whether such a call did or did not take place. According to the Con?ict Agreement, if an evaluation committee member became aware of any situation that might indicate a con?ict of interest or. create the appearance of a con?ict of interest or other impropriety, the member was to notify the Lottery's Ethics Of?cer immediately. In March 2017, Janney was the Lottery?s Acting General Counsel and Ethics Of?cer. Odom told us that she knew that Kimme was a lobbyist for Camelot. Odom also obviously knew that Kimme had been instrumental in securing Odom?s position with the Lottery. Nevertheless, Odom did not report any contacts with Kimme to the Lottery's Ethics Of?cer. On March 24, 2017, the evaluation committee held its ?nal meeting. At the meeting, the members discussed the draft background investigation report that had been prepared, and decided to move forward in the selection process. Following that meeting, Mahoney and Zigmund did not play any further part in the private manager procurement process. That same day, the Lottery informed Camelot that Camelot had been selected as the finalist in the private manager selection. The Lottery also invited Camelot to begin negotiating the terms of the PMA with the Lottery. E. PMA Negotiations From March 24, 2017 through the October 13, 2017 PMA execution, the Lottery and Camelot negotiated the PMA's terms. According to the Lottery's negotiation team, which included Smith, Odom, McDevitt, and Kelly, the negotiations were, at times, very dif?cult. At one point, in June or July 2017, the negotiations hit a particularly rough patch. According to Odom and others, Camelot brought Winters to one of the negotiation sessions. On June 5, 2017, Winters? company, The Winters Group, LLC, registered with the Illinois Secretary of State to lobby for Camelot. The Winters Group, LLC has a partnership with Kimme?s company, Advantage Government Strategies, LLC. According to Kimme, she turned over the Camelot engagement to Winters after he registered to lobby for Camelot. According to Winters and others, Winters attended only one negotiation session and did not participate substantively in that session. Odom has known Winters for many years. Similar to Kimme, Odom interacted with Winters in connection with Illinois Republican Party politics. Odom and Winters are not close personal friends, but they are friendly political acquaintances and see one another on occasion in professional and social settings From January 2015 to June 2016, Winters was Governor Rauner?s Deputy Chief of Staff for Policy, and Mahoney worked for Winters in a policy role. According to Winters, Mahoney's policy portfolio included the Lottery. According to Winters, after he registered to lobby for Camelot on June 5, 2017, Winters asked Mahoney who he should deal with regarding the Lottery. By that time, Mahoney knew that Winters was working as a lobbyist for Camelot. Mahoney?told Winters-hrwas no longer working on it. Winters told us that he did not Was serving on the evaluation committee. F. Events Of Late Summer And Fall 2017 By summer 2017, the procurement process had progressed to the point where it appeared that the Lottery would enter into a PMA with Camelot. On August 14, 2017, the Lottery and Camelot held a public hearing regarding Camelot?s proposal. One of the next steps was for CPO-GS Daley to certify the procurement ?le. According to Morrow, she provided Kim with a checklist of documents to include in the procurement ?le. Kim assembled the documents, and provided an electronic cepy to Daley. The ?le provided to Daley included the evaluation committee members? Conflict Agreements. On September 18, 2017, Daley certi?ed that the procurement process followed the requirements of the Illinois Administrative Rules. On September 22, 2017, the Lottery issued the Notice of Award to Camelot. The notice of award triggered a 14 day period for the public to ?le protests with the Lottery regarding the procurement process. On September 29, 2017, the Lottery made the procurement ?le public. Before making the procurement ?le public, Odom, Janney, Kim, and Kelly reviewed the procurement ?le for con?dential information that should be redacted before the ?le was made public. According to Odom, she wanted to disclose as much as possible. At the same time, Odom took the position that the identities of the evaluation committee members should remain con?dential. The evaluation committee?s scoring sheets were included in the procurement ?le that was made public, but the evaluators? names were redacted from the ?le. According to Janney, reporters from the Chicago Tribune after having received a copy of the procurement ?le, raised questions regarding whether evaluators? names could be redacted as the evaluators were state employees working on state time and performing state responsibilities. anney?s duties included serving as the Lottery?s Freedom of Information Act of?cer. Although there was not yet a written, formal FOIA request for the evaluators? names, Janney and others reviewed the issue raised by the Tribune?s reporters. On October 4, 2017, Kelly informed Odom and Janney that the names of the nine-member evaluation committee were publicly-available on the Lottery?s website. In addition, that same day, one of the Lottery's attorneys, Rolanda Suddoth, sent Janney, Kelly, and Odom an August 17, 2011 opinion from the Illinois Attorney General that, although non-binding, was on point regarding whether to make the evaluator?s names public. In that Opinion, Pre- l? Authorization Request 2011 PAC 16039," the Illinois Attorney General found that the identity of an individual who had evaluated procuremenrt-bids-was not exempt under Illinois? FOIA law."T On October 6, 2017, the 14 day protest period ended. On October 13, 2017, the Lottery and Camelot reached a ?nal agreement, and executed the PMA. Smith, Odom, and Kelly signed the PMA for the Lottery. On October 19, 2017, a Tribune reporter emailed a FOIA request to anney. The Tribune?s FOIA request sought, among other things, the evaluation committee members? identities. Under the Illinois FOIA rules, the Lottery had ?ve business days from the receipt of the request to respond. Janney obtained a ?ve business day extension for the Lottery to respond. On or about October 25, 2017, Odom, Janney, and Jason Schaumburg met at the Lottery's of?ces to discuss the Tribune?s FOIA request. Schaumburg was the Lottery's Communications Director. We interviewed anney on November 21, 2017. Janney told us that, during the meeting, Odom stated that she believed that, if the Lottery released the names of the evaluation committee, the Tribune would likely publish stories that unfairly targeted her personal relationships with lobbyists for Camelot even though such relationships played no part in the PMA procurement process. In addition, Odom opined that publication of evaluation committee member names would have a chilling effect on the willingness of quali?ed people to serve as evaluators and, potentially, on their work. Janney told us that Odom wanted to know the strength of the argument under FOIA for withholding the identities of the evaluation committee members. 7 The opinion related to a July 19, 2011 state FOIA request to the Illinois Executive Ethics Commission for the name of a procurement bid evaluator. The EEC sent the FOIA request to the Department of Health Care and Family Services to obtain the evaluator's name. denied the request under Section of FOIA, 5 ILCS 140l7(1)(c), stating that the provision exempts ?[p]ersonal information contained within public records, the disclosure of which would constitute a clearly unwarranted invasion of personal privacy, unless disclosure is consented to in writing by the individual subjects of the information." The exemption de?ned ?unwarranted invasion of personal privacy? as ?the disclosure of information that is highly personal or objectionable to a reasonable person and in which the subject's right to privacy outweighs any legitimate public interest in obtaining the information." The Attorney General?s Of?ce rejected conclusion because the evaluator was performing a clearly public function. The Attorney General's Office stated that the exemption further provided that ?[t]he disclosure of information that bears on the public duties of public employees and of?cials shall not be considered an invasion of personal privacy." Because information relating to an individual?s public duties is not exempt from disclosure, the Attorney General's Of?ce opined that the evaluator's name should not be withheld. l7 Janney explained the potential rationale for withholding the evaluation committee -- - members? names, but told Odom that the Lottery would likely lose if the Tribune litigated the issue. Odom understood that the names would likely have to be released, but she did not want to be subject to what she viewed as unfair media coverage. Odom told Janney that Kimme, one of Camelot?s lobbyists, had played a role in Odom having been made the Lottery?s Chief of Staff. Odom was concerned about the Tribune reporting on her relationship with Kimme. The issue of how to address the FOIA request was not resolved at the meeting. Odom directed Janney and Schaumburg to contact the Governor?s Of?ce to discuss the issue further. Janney told us that, the following afternoon, on or about October 26, 2017, she and Schaumburg called Matthew Swift. Swift was an Associate General Counsel and FOLA Of?cer with the Governor's Of?ce. During the call, Janney provided Swift with the background of the issue, and told Swift that Odom was concerned that the Tribune would publish news stories ?creating a story where a story did not exist." Swift said that the matter sounded like a ?comm issue," meaning a communications issue. Janney's recollection was that Swift likely suggested that anney consult with Morrow regarding the issue. Janney told us that, on or about October 27, 2017, she contacted Morrow to obtain further advice regarding the FOIA issue. Janney and Morrow arranged to have a call on Monday, October 30, 2017, when Daley could participate. Kelly told us that she was on vacation during the week of October 23, 2017. Monday, October 30, 2017, was Kelly?s ?rst day back at work. During a regularly scheduled staff meeting on the morning of October 30, 2017, anney raised the issue of whether the evaluators' names should be disclosed to the Tribune pursuant to the FOIA request. anney stated that Odom did not want the Tribune to ?nd out about her relationships with friends who were lobbyists. Kelly had known that Odom was opposed to releasing the evaluation committee members? names, but did not previously know that Odom had personal relationships with Camelot lobbyists. Kelly realized that Odom's concern was that the Tribune might publish news stories linking her with Camelot lobbyists. Kelly was puzzled why the CPO-GS should be consulted on this issue, which was not directly related to a procurement matter. Nevertheless, Kelly agreed that anney could make the call to the CPO-GS, but told anney that she wanted to participate in the call. On October 30, 2017, Kelly and anney called Daley and Morrow from Kelly?s of?ce. Before the call, Morrow had briefed Daley regarding the FOIA issue that the Lottery wanted to discuss. Daley had recalled the Illinois Attorney General?s opinion discussed above, but could not locate a copy of it. 13 The call began with Kelly framing the reason for the call - the Lottery guidance regarding whether to release the evaluation committee members? names in response to a FOIA request. Kelly asked Daley what Daley would do. Daley told Kelly to release the evaluators' names. Daley also told Kelly that the Lottery should identify which scorecard was completed by which evaluator because the Tribune was likely to follow up with another FOIA request for the information anyway. Daley told Kelly and Janney that the Illinois Attorney General had issued an opinion in favor of releasing the identity of an evaluator in response to a FOIA request. Kelly said she had a copy of the opinion, and would email it to Daley. Daley also said words to the effect that, given all the hits that the State and Chicago have taken over transparency, it is better to be transparent here and release the names. In response, Janney told Daley and Morrow that there was concern at the Lottery regarding releasing the evaluators? names because some of the members had personal relationships with certain Camelot lobbyists. The concern was that the Tribune might publish stories regarding relationships between the evaluators and Camelot's lobbyists. anney?s statement surprised Daley and Morrow. Daley quickly ended the call. Daley and Morrow both told us that they were alarmed. According to Daley and Morrow, Janney?s statement that members of the evaluation committee had connections to Camelot lobbyists was a red ?ag. Janney's statement during the October 30, 2017 phone call was the ?rst time that anyone had raised such an issue to them. Daley and Morrow reviewed the Conflict Agreements in the procurement ?le. Daley and Morrow determined that no members of the evaluation committee had disclosed any relations with lobbyists, much less Camelot lobbyists, at the time that the evaluation committee had completed the forms. Furthermore, no members of the evaluation committee had updated their Con?ict Agreements to disclose a relationship with lobbyists for Camelot pursuant to their ongoing duty to disclose. On October 30, 2017, after having consulted with legal counsel for the Executive Ethics Commission, Daley sent the memorandum withdrawing her September 18, 2017 certi?cation of the PMA procurement process to Smith. Because the Conflict Agreements did not disclose any relationships with Camelot lobbyists, Daley believed that one or more of the evaluation committee members had made a false statement in their Con?ict Agreements. Because the Lottery had included the Conflict Agreements as part of the procurement ?le, it was Daley's belief that her September 18, 2017 certi?cation of the procurement ?le may have been based on false information. 19 On October 30, 2017, Daley also sent her September 18, 2017 and October 30, 2017 memoranda and the evaluation committees' Con?ict Agreement'stotheIllin-ois Executive Inspector General. On October 31, 2017, the same. infurmation was provided to the Governor's Office. On November 1, 2, and 3, 2017, attorneys with the Governor's General Counsel's Of?ce interviewed Odom, Mahoney, and others who participated in the PMA process. On or about November 2, 2017, the Lottery released the names of the evaluation committee members in response to the Tribune's October 19, 2017 FOIA request. IV. ANALYSIS A. The Investigation Found No Evidence Of Outside In?uences By Lobbyists On The Evaluation Committee Our investigation found no evidence that any evaluation committee member was improperly in?uenced by a lobbyist for Camelot, or that the work of the evaluation committee was in?uenced by lobbyists for Camelot. We reviewed the process developed and implemented by Morrow, Kim, and Viner to guide the evaluation committee?s work, and found that the process ensured con?dentiality and focused on the materials provided by Camelot and the technical response criteria. Based on our interviews with Morrow, Kim, Viner, and the committee members, the committee members took their responsibilities seriously, conscientiously reviewed Camelot's materials, participated in all scheduled meetings, and individually scored Camelot's technical responses. Before conducting interviews, we obtained from the State emails sent and received by Odom, Mahoney, and McDevitt using their State of Illinois email addresses from November 1, 2016 to November 17, 2017. We reviewed thousands of emails, and did not ?nd any evidence of contacts with lobbyists relating to the PMA procurement. During our interviews with the evaluation committee members, we asked each member for their opinion regarding the integrity of the evaluation committee process and explored the reasons behind their answers. Committee members told us that they believed that the process was a good one and highly reliable. Committee members were not aware of any issues with the committee, its members, or members? review of Camelot?s materials. Morrow, Kim, and Viner also did not know of any issues with the evaluation committee. Except for Kimme?s March 2017 call to Odom, we found no evidence that the members had any contact with lobbyists regarding the PMA proposal while the committee was performing its work. There is no evidence that Kimme?s contact with Odom, although regrettable, had any influence on the process. As noted above; we reviewed the evaluation committeermemhers? technical reSponse scores. The scores are summarized in the chart in Sectionr-HI. Crabove. The scores for Odom and Mahoney are consistent with their fellow committee members, and their scores do not suggest that they particularly favored Camelot?s proposal. Odom's average score of 6.188 out of 8 for Camelot?s proposal was in the middle, third highest, among the ?ve-member committee's scoring. Mahoney's average score of 5.438 out of 8 for Camelot?s proposal was the lowest of the ?ve member committee. Moreover, there is no evidence, and no allegation, that McDevitt, Mays, or Zigmund had any personal relationships with any Camelot lobbyist. Their technical scores, as well as Odom and Mahoney?s technical scores, appears to have been based on their good faith evaluation of the relevant criteria. For all these reasons, we did not ?nd any evidence that Odom?s or Mahoney's relationships with lobbyists in?uenced the PMA procurement process. B. Odom And Mahoney Did Not Comply With The Con?ict Agreement And Illinois Code Of Personal Conduct 1. Jayme Odom Even though there is no evidence that Odom had an actual con?ict of interest, she did not comply with the Con?ict Agreement when she did not disclose her personal relationship with Camelot lobbyist Eric Elk. Odom also did not comply with the Con?ict Agreement when she did not immediately notify the Lottery?s Ethics Of?cer regarding her contact with Camelot lobbyist Nancy Kimme. Odom?s relationship with Elk had the appearance of a personal con?ict of interest that might affect her participation in the evaluation process, and her relationship and contact with Kimme had the potential to create the appearance of a con?ict of interest or impropriety. Giving Odom the bene?t of the doubt that her concern regarding her personal relationship with Eric Elk was raised to Lottery Ethics Of?cer Nellie Viner, albeit by Mahoney, there is no evidence that she or Mahoney brought to Viner's attention that Elk was a lobbyist for the vendor, Camelot. Based on our interview with Viner, the fact that Elk was a lobbyist for Camelot was a distinction with a difference. If Viner had known that evaluation committee members had personal relationships with Camelot lobbyists, Viner would have been concerned and would have, at a minimum, discussed the issue with Morrow. Although Viner's recollection of the November 10, 2016 meeting was vague, she was certain the issue of relationships with Camelot lobbyists was not raised. Odom?s personal relationships with Elk and Kimme were not actual con?icts of interest, but the relationships had the strong potential to create the appearance of con?icts of interest. There does not appear to be legal authority directly on point, but the cases discussed in Section II. above, involving judges-and lawyers are instructive. Odom's relationship with Elk and disquali?ed her from serving on the evaluation committee, but these relationships should have been fully disclosed under the terms of the Con?ict Agreement and the Code of Personal Conduct. The private manager preposal under review by the evaluation committee was a signi?cant procurement for the State potentially worth more than $2 billion. It was reasonable to believe that the mere appearance of an undisclosed personal relationship between an evaluation committee member and Camelot lobbyists had the potential to undermine the public?s con?dence in the Lottery?s selection process. Even though there is no evidence to suggest that Odom and Mahoney's personal relationship with Camelot lobbyists actually tainted or had any effect on the evaluation process, their undisclosed personal relationships unnecessarily injected a perception of impropriety. The Seventh Circuit in Murphy recognized that because what is considered to be the ?ordinary conduct" of judges and lawyers changes over time, whether there is a reasonable question about impropriety also changes over time. 768 F.2d at 1537. The Seventh Circuit observed that social and professional interactions have a positive impact on legal decisions, and well-quali?ed people would not want to be judges if such service required that they be cutoff from their friends. Id. Odom's situation was much different. Unlike the lifetime tenure for a federal judge, the evaluation committee?s work had a limited lifespan. The committee started work in November 2016 and ?nished in March 2017, which was only four months. It was not unreasonable to expect Odom to cease contact with friends who were Camelot lobbyists for those four months. Although Odom may have believed that she could put to one side her considerations for Elk, it is reasonable to believe that others might perceive a con?ict of interest. In addition, Odom did not comply with her continuing obligation to report matters that could create an appearance of a con?ict of interest. Based on our interview with Kimme, whom we found to be credible, she contacted Odom soon after having been retained to lobby for Camelot. The call took place before March 24, 2017, the date that the Lottery noti?ed Camelot that the Lottery would commence negotiations with Camelot relating to the PMA. By Kimme's account, Odom did not provide any signi?cant intelligence during the call although she did inform Kimme that the procurement was in the background check phase. Odom?s contact with Kimme had the potential to create the appearance of a possible con?ict of interest. Kimme was instrumental in Odom having obtained the Lottery?s Chief of Staff position, at a time when Odom needed to leave her position with the Illinois Republican Party. The Chief of Staff position brought with it an ls:- Hit incremental increase in salary over Odom?s prior position. to suggest that Kimme's inquiry had any effect on the process, but the perception created by Odom?s failure to report her relationship with Kimme and her contact with Kimme had the potential to create the perception of impropriety. Furthermore, Odom's reaction to the Tribune's FOIA request for evaluator names in September and October 2017 is compelling evidence that Odom knew that her personal relationships with Camelot lobbyists could create the appearance of a con?ict of interest.8 Odom knew that the Tribune had a history of aggressively reporting on the Lottery's activities. Odom was concerned that the newspapers would become aware that she had participated as an evaluation committee member, and her concern stemmed precisely from the fact that she had personal relationships with Camelot lobbyists. In meetings in September and October 2017, Odom made it clear to Janney and others that one of the reasons, if not the primary reason, she did not want the evaluation committee members? names disclosed was that she did not want the Tribune to publicly expose her relationships with Camelot lobbyists. It is reasonable to infer from Odom?s statements that Odom knew that her relationships with Camelot lobbyists. one of whom had placed Odom in her Chief of Staff position, had the potential to create the appearance of a con?ict of interest or imprOpriety. In Murphy, the Seventh Circuit stated that the appearance of partiality is found when an objective, disinterested observer fully informed of the facts underlying the grounds on which recusal was sought would entertain a signi?cant doubt that justice would be done in the case. Murphy, 768 F.2d at 1537. Under the circumstances, an objective, disinterested observer might question whether Odom was partial toward Camelot due to her relationships with Camelot?s lobbyists. Odom should have made full disclosure of her relationships with lobbyists for Camelot, and allowed the Lottery?s Ethics Of?cer to determine the next step. It is likely that the evaluation process could have moved forward without her. The Lottery Law does not establish a minimum number of evaluation committee members, and the Director has the authority to remove members that do not comply with his instructions or are otherwise disquali?ed from continuing to serve. If Odom, or any other committee members, had not completed their service on the evaluation committee, the evaluation committee could still have completed its work. Similarly, Odom appears to have not complied with her obligations under the Illinois Code of Personal Conduct. The Code requires state employees to identify, 3 Odom's duty, along with other evaluation committee members? duties, to disclose under the Conflict Agreement arguably expired when the protest period ended on or about October 6, 2017. The Lottery Law permitted protests based on the evaluation committee's work, creating the possibility that the evaluation could have to reconvene. 23 disclose, and avoid potential con?icts of interest and to avoiduanyeact that creates the appearance of a violation of the ethical standards in the-GodmAs-set forth above, Odom did not disclose her personal relationships with a Camelot lobbyist, Elk, at the outset of the evaluation committee process. In addition, Odom did not disclose her contact, and relationship, with Kimme. 2. Michael Mahoney There is also no evidence that Mahoney had an actual con?ict of interest. Nevertheless, Mahoney also did not comply with the Con?ict Agreement when he did not disclose his personal relationship with Elk. Similar to Odom, giving Mahoney the bene?t of the doubt that he raised his concern regarding Elk to Viner, there is no evidence that Viner knew that Elk was a Camelot lobbyist. If Viner had known that evaluation committee members had personal relationships with Camelot lobbyists, Viner would have been concerned and would have, at a minimum, brought the issue to Morrow?s attention. Mahoney's personal relationship with Elk and Winters was not an actual con?ict of interest, but the relationship had the potential to create the appearance of a con?ict of interest. Similar to Odom, Mahoney?s relationship with Elk and Winters did not automatically disqualify him from serving on the evaluation committee. However, considering the value of the proposed PMA with Camelot, it is likely that a disinterested observer fully informed of the facts of the underlying relationship would have perceived a potential con?ict of interest. Thus, it is our conclusion that Mahoney should have made full disclosure of his relationships with lobbyists for Camelot, and allowed the Lottery's Ethics Of?cer to determine the next step. It is possible that Mahoney should not have participated as part of the evaluation committee, but an informed decision was not made in this regard because Mahoney did not fully disclose his relationship with Elk. As with Odom, the evaluation process could have moved forward without him. As stated above, the Lottery Law does not establish a minimum number of evaluation committee members, and the Director has the authority to remove members that do not comply with his instructions. Similarly, Mahoney appears to have not complied with his obligations under the Illinois Code of Personal Conduct. The Code requires state employees to identify, disclose, and avoid potential con?icts of interest and to avoid any act that creates the appearance of a violation of the ethical standards in the Code. It does not appear that Mahoney complied with the Code's requirements. V. CONCLUSION Based on our investigation, we found no evidence that any evaluation committee member was improperly in?uenced by a lobbyist for Camelot, or that the work of the evaluation committee was in?uenced by Camelot lobbyists. We do ?nd, however, that Odom and Mahoney had personal relationships with Camelot lobbyists that were not properly disclosed at the outset of the evaluation process or during the course of that process. We appreciate the opportunity to have been of service to the State of Illinois. We remain available to answer any questions or address any concerns that the State, including the Governor's Of?ce, the General Counsel for the Department of Central Management Services, and the Chief Procurement Of?ce for General Services, may have regarding the matters addressed in this report. Respectfully submitted, HINSHAW CULBERTSON LLP ACOSTA JOEL D. BERTOCCHI CHARLES R. SCHMADEKE KENNETH E. YEADON Bl