Advisory Opinion No. 2001-18

Leslie S. Cutler, former Chancellor and Provost at the University of Connecticut Health Center (from February, 1992 through June, 2000), has asked the State Ethics Commission for an advisory opinion regarding the application of The Code Of Ethics For Public Officials to certain employment opportunities he may wish to pursue.

In addition to his duties as Chancellor and Provost, Dr. Cutler served as the University of Connecticut’s Chief Science and Technology Business Officer from October, 1999 until July, 2001. Since his retirement from these positions, he has been employed two days per week at the University’s Center for Science and Technology Commercialization.

Dr. Cutler’s questions focus on an entity known as the University of Connecticut Research and Development Corporation (R&D Corp.). Created several years ago by the University of Connecticut Foundation (Foundation), the R&D Corp. is a for-profit Connecticut corporation, with the Foundation as its sole shareholder. The mission of the R&D Corp. is to commercialize technological discoveries generated from the University’s faculty and staff through the creation of new businesses.

Based on these facts, Dr. Cutler has asked the following questions:

1. If I continue my 40% employment by the University, am I in any way restricted from being employed by a company whose creations are based on the University’s intellectual property?
2. If I resign my 40% position with the University, are there any post-state employment restrictions that would apply?
3. If the answer to question #2 is no, are there any restrictions relative to my employment by a company created by the R&D Corporation?

Taking Dr. Cutler’s questions in turn:

1. As a part-time employee, Dr. Cutler remains subject to the requirements of The Code Of Ethics For Public Officials. See, Conn. Gen. Stat. §1-79(m):  "State employee means any employee in the executive…branch of stategovernment, whether in the classified or unclassified service and whether full or part-time."  Pursuant to §§1-84(b) and (c) of The Code, a state employee may not accept outside employment which impairs independence of judgment or requires the disclosure of confidential information nor may the individual use his office for personal financial gain.  Applying these provisions to Dr. Cutler’s question, he would be prohibited from accepting outside employment with a company if: he was substantially involved, in one of his state capacities, in the provision of University intellectual property to the company; he has state oversight responsibility regarding the company; or he has the authority to participate substantially in the award of future intellectual property to the company. Absent one of these factors, Dr. Cutler would not be precluded from utilizing his expertise on behalf of a company based solely on the fact that the company has produced creations from University intellectual property.
   
2. If Dr. Cutler resigns his University position, he will become subject to the Code’s post-state employment provisions. See, Conn. Gen. Stat. §§1-84 a and b.  Under these provisions, Dr. Cutler would not be prohibited from accepting a position with the R&D Corp. unless, during his last year of state service, he participated substantially in or supervised the award of a state contract valued at $50,000 or more to the Corporation. If Dr. Cutler had so participated, he would be restricted from accepting employment with the R&D Corp. for one year. See, Conn. Gen. Stat. §1-84b(f).  Additionally, if he is able to accept employment with the R&D Corp., Dr. Cutler must remain mindful of the Code’s other relevant post-state employment provisions. Specifically: he may never use confidential state information for the benefit of the Corporation; he may never represent the Corporation concerning a particular matter in which he participated personally and substantially while in state service, if the State has a substantial interest in the matter; and for one year he may not represent the Corporation before his former state agency; i.e., the University of Connecticut. See, Conn. Gen. Stat. §§1-84a, 1-84b(a) and 1-84b(b).
   
3. Again, as with question 2, supra, Dr. Cutler’s ability to accept employment with a company created by the R&D Corp. will be governed by the application of the provisions of Conn. Gen. Stat. §1-84b(f).  Similarly, if so employed, his activities will remain subject to the requirements of §§1-84a, 1-84b(a) and 1-84b(b).

By order of the Commission,

Rosemary Giuliano
Chairperson