September 28, 1994
Mr. Terry Williams
Pensions & Investments
200 East 42nd Street
New York, NY 10017
The staff of the Committee on Open Government is authorized to
issue advisory opinions. The ensuing staff advisory opinion is
based solely upon the information presented in your correspondence.
Dear Mr. Williams:
I have received your letter of September 8 in which you
questioned the propriety of an executive session conducted by the
Board of Directors of the Teachers' Retirement System of the City
of New York. You were informed that reason for holding the closed
session was to discuss investments.
In this regard, as a general matter, the Open Meetings Law is
based on a presumption of openness. Stated differently, meetings
of public bodies must be conducted open to the public, except to
the extent that an executive session may properly be held pursuant
to §105(1) of the Open Meetings Law. Paragraphs (a) through (h) of
that provision specify and limit the subjects that may validly be
discussed during an executive session.
From my perspective, two of the grounds for entry into
executive session are relevant to the situation that you described.
Section 105(1)(f) of the Open Meetings Law authorizes a public
body to conduct an executive session to discuss:
"the medical, financial, credit or employment
history of a particular person or corporation,
or matters leading to the appointment,
employment, promotion, demotion, discipline,
suspension, dismissal or removal of a
particular person or corporation."
Based on the foregoing, discussions concerning the financial or
credit history of a particular corporation may be conducted in
Also pertinent is §105(1)(h), which permits a public body to
enter into executive session to discuss:
"the proposed acquisition, sale or lease of
real property or the proposed acquisition of
securities, or sale or exchange of securities
held by such public body, but only when
publicity would substantially affect the value
Therefore, when a public body discusses the purchase of securities,
or the sale or exchange of securities that it holds, and when
public discussion would substantially affect the value of the
securities, an executive session may justifiably be held.
I hope that the foregoing serves to enhance your understanding
of the Open Meetings Law and that I have been of assistance.
Robert J. Freeman
cc: Donald Miller