UNITED STATES OFFICE OF 

GOVERNMENT ETHICS 

The Honorable Wilbur Ross 

Secretary of Commerce 

U.S. Department of Commerce 

1401 Constitution Ave NW 

Washington, DC 20230 

Dear Mr. Ross: 

July 12, 2018 

As the supervising ethics office for the Executive branch, the U.S. Office of Government 

Ethics (OGE) leads an ethics program designed to prevent conflicts of interest on the part of 

Executive branch employees. Public trust demands that all employees act in the public's interest, 

and are free from any actual or perceived conflicts when fulfilling the governmental 

responsibilities entrusted to them. Agency heads in particular bear a heightened responsibility, as 

they are required to "exercise personal leadership in ... establishing and maintaining an effective 

agency ethics program and fostering an ethical culture in the agency." 1 As the Acting Director of 

OGE, I am writing to you to express my concern regarding how recent actions on your part may 

have negatively affected the public trust. 

As you know, various financial disclosure forms and compliance documents that you 

have submitted to OGE in the past year have contained various omissions and inaccurate 

statements. For example, you represented in your Certification of Ethics Agreement Compliance, 

signed November 1, 201 7, that you had completed divestitures indicated in your Ethics 

Agreement, dated January 15, 2017. However, you later submitted a transaction report on 

December 21, 2017 that included two sales of Invesco Ltd stock which took place on December 

19 and 20, 2017,2 well after the date of your compliance document and the date by which you 

agreed to divest this asset. You also opened new short positions on various holdings that you 

committed to divesting in your Ethics Agreement, in contravention of that agreement. Our 

understanding is that you neglected to seek advice from the Designated Agency Ethics Official 

(DAEO) of your Department or other ethics staff prior to opening these short positions, which 

appear to have been an ineffective attem~t to remedy your actual or apparent failure to timely 

divest assets per your Ethics Agreement. A variety of sources have raised concerns about your 

actions.4 

1 5 C.F.R. § 2638.107. 2 See lines 15 and 16 of OGE Form 278-T certified by OGE on June 18, 2018 (showing two sales of Invesco Ltd, 

each in the range of$5,000,001-$25,000,000). 3 See, e.g., Endnote to line 12 of OGE Form 278-T certified by OGE on June 18, 2018 ("I sold my few shares of Sun 

Bancorp, Inc. on March 24, 2017. Through an oversight, I did not include the sale in Transaction Reports that I filed 

in April covering other divestments and later mistakenly thought that the shares had not been sold. To remedy this, I 

1201 NEW YORK AVE NW·SUITE SOO·WASHINGTON DC·20005 * * * * 
You have advised both OGE and your DAEO that the various omissions and inaccuracies 

on your part were inadvertent, 5 and we have no information to contradict that assertion. 

Unfortunately, even inadvertent errors regarding compliance with your ethical obligations can 

undermine public trust in both you and the overall ethics program. Furthermore, your actions, 

including your continued ownership of assets required to be divested in your Ethics Agreement 

and your opening of short sale positions, could have placed you in a position to run afoul of the 

primary criminal conflict of interest law, 18 U.S.C. § 208. Your DAEO has advised OGE that 

after reviewing your calendars, briefing books, and correspondence, he found no information 

indicating any such violation, however, your failure to divest created the potential for a serious 

criminal violation on your part and undermined public confidence. 

As a high level public official, you have an affirmative duty to protect the public trust and 

serve as a model of ethical behavior. This duty includes exercising the care necessary to fully 

and timely comply with your ethics commitments, and be accurate in statements to OGE 

regarding the same. You will soon be filing your Annual OGE Form 278. I urge you to devote 

the resources necessary to ensure that your report and all future communications with OGE are 

complete and accurate. I also urge you to seek advice from your Department's DAEO or other 

ethics staff before engaging in any self-help to try to remedy any ethics-related situations that 

may arise in the future. 

The success of our Government depends on maintaining the trust of the people we serve. 

The American public needs to have confidence that Government officials take their ethical 

commitments seriously, and exercise the required care to ensure complete compliance with those 

commitments. Please ensure that your future efforts safeguard that confidence. 

Sincerely, ~,/r 

David J. Apol 

Acting Director and General Counsel 

executed a short sale of Sun Bancorp shares, then closed the short position when I understood it was not necessary 

because my holdings in Sun Bancorp shares had been sold."). 4 See, e.g., Steven Mufson, Wilbur Ross Admits to Another Tardy Stock Sale, WASH. POST (July 9, 2018), 

https ://www. washi ngtonpost. com/business/ economy/wi lbur-ross-adm its-to-another-tardy-stocksale/2018/07/09/1 ecd6734-8388-l l e8-9e80-403a22 l 946a7 story.html?utm term=.4c 172dbal 577; Lori Ann 

LaRocco & Dan Mangan, Wilbur Ross Says He Shorted Two More Stocks During His Time As Commerce Secretary, 

CNBC (July 3, 2018), https://www.cnbc.com/2018/07 /02/wilbur-ross-shorted-two-additional-shares-as-commercesecretary.html; Dan Alexander, Senators Scold Wilbur Ross Over Ethics Issues Following Forbes Report, FORBES 

(June 20, 2018), https://www.forbes.com/sites/danalexander/2018/06/20/senators-scold-wilbur-ross-over-ethicsissues-following-forbes-report/#71c3fdd64104. 5 See, e.g., Endnote to line 1 of OGE Form 278-T certified by OGE on July 3, 2018 ("I have no record ofreceiving 

these payments and had no prior record of these shares. Upon becoming aware of them, I promptly sold the Air 

Lease shares and filed this Transaction Report."). 

2