9:
unrnso sures DEPARTMENT or commence
Of?ce oftho General Counsel

ac. 20230
JAN 152017 Xm'm'j

The Honorable Walter M. Shaub, Jr.
Director

US. Of?ce of Government Ethics
1201 New York Avenue, N.W.
Suite 500

Washington, D.C. 20005-3917

Dear Mr. Shaub:

Wilbur L. Ross has been identi?ed by President-elect Donald J. Trump for nomination to the
position of Secretary of Commerce, United States Department of Commerce. Mr. Ross ?led his
nominee ?nancial disclosure report. I have reviewed the report and, on the basis of information
contained in the report, concluded that Mr. Ross is in compliance with applicable laws and
regulations. Accordingly, I have certi?ed Mr. Ross?s report.

The Department of Commerce is responsible for supporting the foreign and domestic commerce
of the United States. This function encompasses the responsibility to foster, serve, and promote
the economic deveIOpment and technological advancement of the United States. The Secretary
of Commerce is vested by legislation with the authority to provide for the organization and
general management of the Department.

If appointed as Secretary, Mr. Ross will take appropriate actions?as speci?ed in his ethics
agreement?to ensure that there is no con?ict between his private interests and his responsibilities
as Secretary. The ?nancial disclosure report and ethics agreement have been electronically ?led
for review by your of?ce.

In light of the actions that Mr. Ross has agreed to undertake if appointed, his ?nancial interests
should present no impediment under 18 U.S.C. 208 and related regulations to the execution of
his duties as Secretary.

I am not aware of any other con?ict of interest or legal impediment to Mr. Ross serving as
Secretary of Commerce.

Sincerely,

6w

David Maggi
Chief, Ethics Law and Programs Division

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5" UNITED STATES DEPARTMENT or commence
. . O?loo of the Germ-a! Camel
no. 20230

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February 10, 2017

Walter M. Shaub, Jr.

Director

U.S. Of?ce of Government Ethics
1201 New York Ave, NW, Suite 500
Washington, DC 20005-3017

Dear Director Shaub:

I am enclosing a supplement to the ethics agreement that Wilbur L. Ross signed on
January 15, 2017. Based on my review of the ethics commitment made in this supplement, it is
my opinion that there will be no unresolved con?icts between his ?nancial interests and the
duties that he will be expected to perform as Secretary of Commerce.

Sincerely,
David Mag??
Alternate Designated Agency Ethics Of?cial

Enclosure

ANALYSIS OF RECUSALS BASED ON RECOMMENDED DRAFT ETHICS AGREEMENT
(1/9/2017)
prepared by the Ethics Law and Programs Division, Office of the General Counsel, U.S.
Department of Commerce – 1/9/2017
Mr. Ross will retain financial interests in companies in the industry sectors listed below and,
consequently, be subject to disqualifications regarding such companies. As explained below,
ethics officials at the U.S. Department of Commerce have determined that such disqualifications
will not materially limit Mr. Ross’s ability to perform the duties of Secretary of Commerce for
the reasons stated.
aircraft leasing (Air Lease Corporation) – the Department of Commerce has a minimal (if any)
role regarding aircraft leasing and the Secretary of Commerce has not in the past been
involved in issues relating to aircraft leasing
banking and financial services
domestic bank companies (Amalgamated Bank, Cascade Bancorp; Sun Bancorp) – the
Department of Commerce does not regulate banks but banks and other financial services
companies may be affected by international agreements regarding access to foreign
markets for such banks; the U.S. banks in which Mr. Ross has an interest are not
currently involved in international financial services matters and are not likely to be
involved in such activities in the future so that any actions regarding international trade
agreements regarding banking and financial services are not likely to have a direct and
predictable effect on the specific banks in which Mr. Ross has financial interests;
however, there may be matters before the Pension Benefit Guarantee Corporation (the
Board of which the Secretary serves in an ex officio capacity) from which Mr. Ross will
be recused because one of the banks manages union pension funds
foreign banks (Bank of Cyprus; Eurobank Ergasias SA) – the banks outside the United States
in which Mr. Ross has financial interests provide financial services only within Europe
and, due to their size and local regulatory restrictions, are not involved in providing
banking or financial services in the United States and are not likely to in the future;
therefore, such banks are not likely to be affected by international trade agreements or
other matters in which the Secretary of Commerce would likely become involved
financial services (Matsui Securities Co. Ltd.: Moodys Corp) – Matsui provides online
trading services in Japan; Moodys provides credit ratings, research and analysis to global
capital markets. Neither of these narrow industry sectors would raise matters at the
Department that would rise to the level of Secretarial involvement
business payment service (Wex Inc.) – the Department of Commerce has not been involved in
matters affecting companies engaged in this activity in the past
construction (Kitty Developments LTD (Ireland); PB Materials Holdings Inc.) – the Secretary of
Commerce has not in the past been presented with issues regarding construction companies
or related matters (construction materials, home renovation, house products, etc.)

 2
energy/oil & gas (Comstock Resources; Exco Resources; HMN8 Holding; Lightstream
Resources Ltd.; Rex Energy Corp.) – the Department of Commerce does not regulate the oil
and gas industry but is involved in energy issues; the oil & gas companies in which Mr. Ross
has an interest is focused on oil and gas exploration and drilling limited to U.S. and Canadian
locations (Louisiana, Mississippi, New Mexico, and Texas and the Appalachian region, as
well as Alberta, British Columbia, and Saskatchewan ); it is not likely that issues will be
presented to the Secretary that would have a direct and predictable effect on companies with
a localized focus, but in the event such a matter arises it would be referred to another senior
official (the Deputy Secretary or an Under Secretary or Assistant Secretary); furthermore,
prior Secretaries have been recused from sectors of the energy industry sector, including oil
and gas and alternative energy
package delivery/supply chain management (United Parcel Service Inc.) – the Secretary of
Commerce has not in the past been presented with issues concerning this industry sector
railroads/railroad manufacturing (Compagnie Europeene De Wagons; The Greenbrier
Companies) – the Department of Commerce has a limited role regarding railroads and in the
past the Secretary of Commerce has not been involved in issues concerning railroads
real estate (Charlemont Regeneration DAC, Chirita Limited; Colfin Milestone North Funding
LLC; Dwyer Nolan; Genesis Homes (Mungret) Ltd. (Ireland); Hencity (Ireland); Hennebry,
O’Toole, Exmonde Partnership; Newpark Developments Limited; RGRE Ballsbridge Devco
No. 3 (Ireland)) – holdings in real estate have not been considered an interest that requires
divestiture by the Secretary of Commerce (or other Commerce employees); in the unlikely
event that an economic development project or an environmental issue that is focused on a
specific locality is referred to the Secretary for personal involvement, an analysis would be
made to ensure that the Government action would not have a direct and predictable effect on
real estate to which Mr. Ross has a financial interest
real estate financing/advisory services (Cantor Commercial Real Estate; IMRF Fifth Street
Member LLC; IMRF Hotel Member LLC; IMRF Watchtower Member LLC; Indiana Retail
Member LLC; Market Square Member LLC; Park Place Apollo Investor LLC; Resolution
Recover Partners L.P., Shackelford Crossings Member LLC; Situs Holdings, LLC) – the
Department of Commerce does not regulate real estate financing companies and such
companies are not involved in international banking so would not be affected by trade
agreements or other matters in which the Secretary of Commerce would likely become
involved
real estate sales (Dwyer Nolan) – the Department of Commerce does not engage in activities
related to the sale of real estate
retail (online) (GCM-BRB LLC) – it is not likely that particular matters focused specifically on
online retail operations will require involvement by the Secretary of Commerce
risk management consulting services (Verisk Analytics) – the Department of Commerce has not
been involved in matters affecting companies engaged in this activity in the past

 3

shipping and tanker companies and entities that invest in such companies/shipping
management/shipping products manufacturing (Awilco Eco Tankers Holding AS; Diamond
S Shipping; DSS Holdings L.P.; Hassel Shipping 4 AS; KZ Holding LLC; Maeni LLC,
Nautical Bulk Holding Limited; Navigator Holdings; Navigator LimitedNcm Holdings LLC;
NCM Holdings I LLC; NCM Holdings II LLC; NT Suez Holdco LLC; Songa Chemical;
Starboard GP; Starboard Recovery Associates LP; SWS VLCC JV LLC; Transportation
Recovery Fund; TRF Ship Management; TRF/Solus JV LLC) – issues regarding shipping
may arise before the Department of Commerce, including the National Oceanic and
Atmospheric Administration being involved in hydrographic surveying for shipping lanes
and possible involvement by that bureau in environmental protection issues relating to oil
spills from tankers; although a major environmental issue, including one involving ships, is a
matter in which the Secretary may become involved, such involvement is speculative and
would likely be company-specific; in the event such a matter arose involving a shipping
company in which Mr. Ross had a financial interest, the issue would be referred to another
senior official (the Deputy Secretary or an Under Secretary or Assistant Secretary) in the
event involvement by a senior policy-making official was necessary; the Secretary of
Commerce has not in the past been presented with issues concerning this industry sector