§ 8780. Diamond State Port Corporation -- Policy and purpose.
The General Assembly declares the following to be the policy and purpose for creation of the Diamond State Port Corporation:
(1) That the continued economic viability of the Port of Wilmington and its related facilities, and improvements to these
facilities and to the commerce involving these facilities, benefits the entire State;
(2) That it is in the best interest of the State to create a corporate entity which shall assume, by agreement, operation
of the Port of Wilmington and its related facilities and to assume certain obligations of the City of Wilmington;
(3) That, in that regard, the General Assembly shall, in its discretion, appropriate an amount to fund the initial capital
and operating responsibilities of such corporation and shall consider the future appropriations as appropriate;
(4) That this Corporation is intended to have all power and authority necessary to be exercised in accordance with the form
of governance expressed herein, to operate the Port of Wilmington and related facilities so as to maintain and expand the
business of these facilities.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8781. Creation of Diamond State Port Corporation.
(a) There shall be established within the Department of State a body corporate and politic, with corporate succession, constituting
a public instrumentality of the State, and created for the purpose of exercising essential governmental functions which is
to be known as the "Diamond State Port Corporation." This Corporation shall exercise all such functions necessary in connection
with the assumption, establishment, acquisition, construction, rehabilitation, improvement, operation and maintenance of the
Port of Wilmington and related facilities, including without limitation marine terminal facilities, which shall be deemed
and held to be essential governmental functions of this State. The Corporation shall be a membership corporation with the
Department of State as sole member and shall have a certificate of incorporation and by-laws consistent with this subchapter.
The certificate of incorporation of the Corporation shall provide for approval of the Delaware General Assembly in order to
amend the certificate of incorporation, to effect a merger or dissolution of the Corporation or to effect a sale of all or
substantially all of the assets of the Corporation.
(b) The Corporation shall be governed by a board of directors consisting of 15 members, all of whom shall be residents of
this State. Eight of these directors shall be: (i) the Secretary of State, (ii) the Secretary of Transportation and (iii)
the Director of the Delaware Economic Development Office, (iv) the Secretary of Finance, (v) the Controller General, (vi)
the Co-Chairs of the General Assembly's Joint Legislative Committee on the Capital Improvement Program or their designee or
designees and (vii) the Secretary of the Department of Safety and Homeland Security. The Governor shall appoint the Chair
from among the 5 cabinet directors and the Chair shall serve at the pleasure of the Governor. The Chair shall be subject to
the advice and consent of the Senate; however, such consent shall be limited to the additional duties of the Chair of this
Corporation and not impact the prior confirmation as Cabinet Secretary. The remaining 7 directors shall be appointed by the
Governor with the advice and consent the Senate. These 7 directors shall consist of individuals from the private or public
business sectors and organized labor familiar with port and economic development issues. There shall be at least 1 director
from each of the 3 counties of the State, at least 1 director from the City of Wilmington and 3 directors who shall fill at-large
positions on the Board. Of these 7 directors no more than 4 shall be registered in the same major political party. The terms
of the original of these 7 such directors shall be as follows: 2 directors to serve for 1 year; 2 directors to serve for 2
years; and 2 directors to serve for 3 years. Each non-cabinet director shall serve a term of 3 years.
(c) As to the 7 noncabinet directors, in the event of the death of a director, permanent disability of a director, resignation
of a director or failure of a director to perform their duties, the Governor shall appoint an interim director to serve for
a period not to exceed 6 months, unless such interim director shall be confirmed by the Senate, in which case the interim
director shall complete the term of the replaced director.
(d) For purposes of conducting business of the Corporation, 6 directors shall constitute a quorum, except as otherwise provided.
A vote of 6 members shall be required for action on any matter before the Corporation, except as otherwise provided herein.
(e) [Deleted.]
70 Del. Laws, c. 210, § 25; 73 Del. Laws, c. 95, §§ 50, 51; 74 Del. Laws, c. 308, § 101(d)-(f); 75 Del. Laws, c. 88, § 19; 75 Del. Laws, c. 124, §§ 1-12; 76 Del. Laws, c. 2, § 4.;
§ 8782. Definitions.
The following terms and phrases as used in this subchapter shall have the following meanings:
(1) "Corporation" means the Diamond State Port Corporation.
(2) "Facilities" means all works, buildings, structures, appliances and appurtenances necessary and convenient for the proper
construction, equipment, operation and maintenance of such facility or facilities or any 1 or more of them.
(3) "Marine terminal facility" means wharves, piers, slips, ferries, anchorages, docks, dry-docks, bulkheads, dock-walls,
basins, car-floats, float-bridges, grain or other storage elevators, warehouses, cold or heated storage, tracks, yards, sheds,
switches or other buildings, structures or facilities or improvements or appurtenances necessary or convenient to the accommodation
of ships or vessels or their cargoes or passengers.
(4) "Person" means any individual, partnership, corporation, association, institution, cooperative enterprise, municipality,
commission, political subdivision or other duly established legal entity.
(5) "Port of Wilmington" means all wharves, piers, slips, ferries, anchorages, docks, dry-docks, bulkheads, dock-walls, basins,
car-floats, float-bridges, grain or other storage elevators, warehouses, cold or heated storage, tracks, yards, sheds, switches
or other buildings, structures or facilities or improvements or appurtenances operated as of the date of creation of the Corporation
by the Wilmington Department of Commerce as the Port of Wilmington and Wilmington Marine Terminal Wharf and such other facilities,
structures, improvements or appurtenances as may be developed, constructed or operated on land contiguous to, adjacent to
or proximate to the Port of Wilmington as may be acquired by the Corporation or the City of Wilmington for the purpose of
port development.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8783. Appointment of Executive Director.
The Chair of the Corporation shall, subject to the approval of the Governor, appoint an Executive Director of the Corporation.
The Executive Director shall be experienced in port or transportation-related management and shall be the principal executive
officer of the Corporation.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8784. General powers.
The Corporation shall have upon enactment of this subchapter and upon its creation as provided for herein the powers listed
in this subsection. The Corporation shall be empowered, without limitation and notwithstanding any other laws:
(1) To adopt by-laws to govern the conduct of its affairs and to carry out and discharge its powers, duties and functions
and to adopt rules and regulations as appropriate to carry out and discharge its power, duties, and function and to sue and
be sued, to enter into contracts and agreements and to plan, finance, develop, construct, purchase, lease, maintain, improve,
own, operate or control facilities and such real and personal property as it may deem necessary, convenient or desirable.
(2) To employ such personal and provide such benefits as necessary to carry out its functions and to retain, by contract,
engineers, advisors, legal counsel, and other providers of advice, counsel and services which it deems advisable or necessary
in the exercise of its purposes and powers and upon such terms as it deems appropriate.
(3) To exercise all of the power and the authority with respect to operation and development of the Port of Wilmington granted
to the City of Wilmington by statute enacted by the General Assembly including, without limitation, 22 Laws of Delaware, c.
118, § 1, 50 Laws of Delaware, c. 457, § 3, and 50 Laws of Delaware, c. 4, § 2, but shall not have the power to tax, to issue
bonds or to exercise the power of eminent domain.
(4) To have and exercise any and all powers available to a corporation organized pursuant to Chapter 1 of Title 8, the Delaware
General Corporation Law.
(5) To do all acts and things necessary or convenient to carry out its functions of operating and developing the Port of Wilmington
and related marine terminal facilities.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8785. No pledge of state credit; no assumption of liability by state.
The Corporation shall have no power, except where expressly granted by separate act of the General Assembly, to pledge the
credit or to create any debt or liability of the State or of any other agency or of any political subdivision of the State,
and the State shall not assume or be deemed to have assumed any debt or liability of the Corporation as the result of any
exercise of power by the Corporation.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8786. Reports and audits.
The Corporation shall make annual reports to the Governor and the General Assembly setting forth in detail its operations
and transactions, which shall include annual audits of the books and accounts of the Corporation made by a firm of independent
certified public accountants (CPA's) mutually agreed to by the Auditor of Accounts and the Secretary of State, and may make
such additional reports from time to time as it desires.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8787. Tax status.
The powers and functions exercised by the Corporation are and will be in all respects for the benefit of the people of the
State, and to this end, the Corporation will be exercising essential governmental functions. To this end, the Corporation
shall not be required to pay any taxes or assessments or charges of any character, including, without limitation, real property
taxes or head taxes levied upon employers, upon any of the property used by it or leased to third parties in connection with
the exercise of its powers, or any income or revenue therefrom, including, without limitation, any profit from any sale or
exchange.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8788. Appropriated funds.
(a) If the Corporation's final budget for any fiscal year includes a proposal for an appropriation from the General Assembly
for operating or capital funds, the budget shall be approved by the Chair of the Corporation before its submission to the
General Assembly as part of the Governor's proposed capital or operating budget. Any such appropriation shall be designated
for and allocated to the Port Account.
(b) Any capital expenditures of any such further appropriated moneys or of moneys derived from any other source, but not including
Twenty-First Century Fund moneys, which expenditures within any 1 fiscal year in the aggregate exceed $2 million, shall be
made pursuant to a request by a resolution passed by 7 of 9 directors of the Corporation and delivered to the State Budge
Director which resolution certifies that the request is in compliance with the Corporation's legislative purpose and function.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8789. Employees of the Corporation.
(a) All employees of the Corporation shall be exempt from the provisions of Chapter 59 of this title, as amended. Except as
otherwise provided herein, such employees shall not be considered state employees for purposes of wages, salaries, fringe
benefits or for purposes of any other benefits which may accrue to state employees whether exempt or merit employees, including
benefits that may accrue under Executive Order No. 36 dated November 23, 1977. Such employees shall be considered state employees
for the purposes of participating in the same group medical risk pool, Workers' Compensation Insurance Fund and the same deferred
compensation plans available to state employees, although the terms of the group medical insurance, including benefits and
coverage options provided to such employees, shall be determined by the Corporation and need not be the same as the terms
available to state employees. The Corporation shall remit the full cost of such insurance to the State no later than the first
day of each calendar month for which such insurance is being provided. The cost of such insurance shall be redetermined annually.
The terms of medical insurance and deferred compensation programs available through the state shall not be a subject of collective
bargaining. The Corporation shall establish pension plans for its employees who shall, for purposes of participation in any
such plans, be governmental employees. Contributions by the Corporation and/or its employees pursuant to such plans shall
be deposited into a fund established for these purposes. Benefits, fees and expenses authorized to be paid pursuant to such
plans shall be paid from said fund. The assets of such fund may be commingled for investment purposes with the assets of the
fund created by § 5541 of this title, referred to as the State Employees' Retirement Fund. The fund established by the Corporation
shall at all times be maintained separately for purposes of accounting and expenses. No assets of the State Employees' Retirement
Fund shall be used to pay benefits owed to employees of the Corporation. The Corporation's pension plans shall be administered
by the Board of Pension Trustees established by § 8308 of this title, upon such terms and conditions as the Corporation may
negotiate with the Board of Pension Trustees.
(b) The Corporation shall be a public employer, as provided in § 1302(n) of Title 19, and the Corporation shall be subject
to the Public Employment Relations Act, Chapter 13 of Title 19.
70 Del. Laws, c. 210, § 25; 70 Del. Laws, c. 290, § 12; 71 Del. Laws, c. 150, § 29; 75 Del. Laws, c. 88, § 19.;
§ 8780. Diamond State Port Corporation -- Policy and purpose.
The General Assembly declares the following to be the policy and purpose for creation of the Diamond State Port Corporation:
(1) That the continued economic viability of the Port of Wilmington and its related facilities, and improvements to these
facilities and to the commerce involving these facilities, benefits the entire State;
(2) That it is in the best interest of the State to create a corporate entity which shall assume, by agreement, operation
of the Port of Wilmington and its related facilities and to assume certain obligations of the City of Wilmington;
(3) That, in that regard, the General Assembly shall, in its discretion, appropriate an amount to fund the initial capital
and operating responsibilities of such corporation and shall consider the future appropriations as appropriate;
(4) That this Corporation is intended to have all power and authority necessary to be exercised in accordance with the form
of governance expressed herein, to operate the Port of Wilmington and related facilities so as to maintain and expand the
business of these facilities.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8781. Creation of Diamond State Port Corporation.
(a) There shall be established within the Department of State a body corporate and politic, with corporate succession, constituting
a public instrumentality of the State, and created for the purpose of exercising essential governmental functions which is
to be known as the "Diamond State Port Corporation." This Corporation shall exercise all such functions necessary in connection
with the assumption, establishment, acquisition, construction, rehabilitation, improvement, operation and maintenance of the
Port of Wilmington and related facilities, including without limitation marine terminal facilities, which shall be deemed
and held to be essential governmental functions of this State. The Corporation shall be a membership corporation with the
Department of State as sole member and shall have a certificate of incorporation and by-laws consistent with this subchapter.
The certificate of incorporation of the Corporation shall provide for approval of the Delaware General Assembly in order to
amend the certificate of incorporation, to effect a merger or dissolution of the Corporation or to effect a sale of all or
substantially all of the assets of the Corporation.
(b) The Corporation shall be governed by a board of directors consisting of 15 members, all of whom shall be residents of
this State. Eight of these directors shall be: (i) the Secretary of State, (ii) the Secretary of Transportation and (iii)
the Director of the Delaware Economic Development Office, (iv) the Secretary of Finance, (v) the Controller General, (vi)
the Co-Chairs of the General Assembly's Joint Legislative Committee on the Capital Improvement Program or their designee or
designees and (vii) the Secretary of the Department of Safety and Homeland Security. The Governor shall appoint the Chair
from among the 5 cabinet directors and the Chair shall serve at the pleasure of the Governor. The Chair shall be subject to
the advice and consent of the Senate; however, such consent shall be limited to the additional duties of the Chair of this
Corporation and not impact the prior confirmation as Cabinet Secretary. The remaining 7 directors shall be appointed by the
Governor with the advice and consent the Senate. These 7 directors shall consist of individuals from the private or public
business sectors and organized labor familiar with port and economic development issues. There shall be at least 1 director
from each of the 3 counties of the State, at least 1 director from the City of Wilmington and 3 directors who shall fill at-large
positions on the Board. Of these 7 directors no more than 4 shall be registered in the same major political party. The terms
of the original of these 7 such directors shall be as follows: 2 directors to serve for 1 year; 2 directors to serve for 2
years; and 2 directors to serve for 3 years. Each non-cabinet director shall serve a term of 3 years.
(c) As to the 7 noncabinet directors, in the event of the death of a director, permanent disability of a director, resignation
of a director or failure of a director to perform their duties, the Governor shall appoint an interim director to serve for
a period not to exceed 6 months, unless such interim director shall be confirmed by the Senate, in which case the interim
director shall complete the term of the replaced director.
(d) For purposes of conducting business of the Corporation, 6 directors shall constitute a quorum, except as otherwise provided.
A vote of 6 members shall be required for action on any matter before the Corporation, except as otherwise provided herein.
(e) [Deleted.]
70 Del. Laws, c. 210, § 25; 73 Del. Laws, c. 95, §§ 50, 51; 74 Del. Laws, c. 308, § 101(d)-(f); 75 Del. Laws, c. 88, § 19; 75 Del. Laws, c. 124, §§ 1-12; 76 Del. Laws, c. 2, § 4.;
§ 8782. Definitions.
The following terms and phrases as used in this subchapter shall have the following meanings:
(1) "Corporation" means the Diamond State Port Corporation.
(2) "Facilities" means all works, buildings, structures, appliances and appurtenances necessary and convenient for the proper
construction, equipment, operation and maintenance of such facility or facilities or any 1 or more of them.
(3) "Marine terminal facility" means wharves, piers, slips, ferries, anchorages, docks, dry-docks, bulkheads, dock-walls,
basins, car-floats, float-bridges, grain or other storage elevators, warehouses, cold or heated storage, tracks, yards, sheds,
switches or other buildings, structures or facilities or improvements or appurtenances necessary or convenient to the accommodation
of ships or vessels or their cargoes or passengers.
(4) "Person" means any individual, partnership, corporation, association, institution, cooperative enterprise, municipality,
commission, political subdivision or other duly established legal entity.
(5) "Port of Wilmington" means all wharves, piers, slips, ferries, anchorages, docks, dry-docks, bulkheads, dock-walls, basins,
car-floats, float-bridges, grain or other storage elevators, warehouses, cold or heated storage, tracks, yards, sheds, switches
or other buildings, structures or facilities or improvements or appurtenances operated as of the date of creation of the Corporation
by the Wilmington Department of Commerce as the Port of Wilmington and Wilmington Marine Terminal Wharf and such other facilities,
structures, improvements or appurtenances as may be developed, constructed or operated on land contiguous to, adjacent to
or proximate to the Port of Wilmington as may be acquired by the Corporation or the City of Wilmington for the purpose of
port development.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8783. Appointment of Executive Director.
The Chair of the Corporation shall, subject to the approval of the Governor, appoint an Executive Director of the Corporation.
The Executive Director shall be experienced in port or transportation-related management and shall be the principal executive
officer of the Corporation.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8784. General powers.
The Corporation shall have upon enactment of this subchapter and upon its creation as provided for herein the powers listed
in this subsection. The Corporation shall be empowered, without limitation and notwithstanding any other laws:
(1) To adopt by-laws to govern the conduct of its affairs and to carry out and discharge its powers, duties and functions
and to adopt rules and regulations as appropriate to carry out and discharge its power, duties, and function and to sue and
be sued, to enter into contracts and agreements and to plan, finance, develop, construct, purchase, lease, maintain, improve,
own, operate or control facilities and such real and personal property as it may deem necessary, convenient or desirable.
(2) To employ such personal and provide such benefits as necessary to carry out its functions and to retain, by contract,
engineers, advisors, legal counsel, and other providers of advice, counsel and services which it deems advisable or necessary
in the exercise of its purposes and powers and upon such terms as it deems appropriate.
(3) To exercise all of the power and the authority with respect to operation and development of the Port of Wilmington granted
to the City of Wilmington by statute enacted by the General Assembly including, without limitation, 22 Laws of Delaware, c.
118, § 1, 50 Laws of Delaware, c. 457, § 3, and 50 Laws of Delaware, c. 4, § 2, but shall not have the power to tax, to issue
bonds or to exercise the power of eminent domain.
(4) To have and exercise any and all powers available to a corporation organized pursuant to Chapter 1 of Title 8, the Delaware
General Corporation Law.
(5) To do all acts and things necessary or convenient to carry out its functions of operating and developing the Port of Wilmington
and related marine terminal facilities.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8785. No pledge of state credit; no assumption of liability by state.
The Corporation shall have no power, except where expressly granted by separate act of the General Assembly, to pledge the
credit or to create any debt or liability of the State or of any other agency or of any political subdivision of the State,
and the State shall not assume or be deemed to have assumed any debt or liability of the Corporation as the result of any
exercise of power by the Corporation.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8786. Reports and audits.
The Corporation shall make annual reports to the Governor and the General Assembly setting forth in detail its operations
and transactions, which shall include annual audits of the books and accounts of the Corporation made by a firm of independent
certified public accountants (CPA's) mutually agreed to by the Auditor of Accounts and the Secretary of State, and may make
such additional reports from time to time as it desires.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8787. Tax status.
The powers and functions exercised by the Corporation are and will be in all respects for the benefit of the people of the
State, and to this end, the Corporation will be exercising essential governmental functions. To this end, the Corporation
shall not be required to pay any taxes or assessments or charges of any character, including, without limitation, real property
taxes or head taxes levied upon employers, upon any of the property used by it or leased to third parties in connection with
the exercise of its powers, or any income or revenue therefrom, including, without limitation, any profit from any sale or
exchange.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8788. Appropriated funds.
(a) If the Corporation's final budget for any fiscal year includes a proposal for an appropriation from the General Assembly
for operating or capital funds, the budget shall be approved by the Chair of the Corporation before its submission to the
General Assembly as part of the Governor's proposed capital or operating budget. Any such appropriation shall be designated
for and allocated to the Port Account.
(b) Any capital expenditures of any such further appropriated moneys or of moneys derived from any other source, but not including
Twenty-First Century Fund moneys, which expenditures within any 1 fiscal year in the aggregate exceed $2 million, shall be
made pursuant to a request by a resolution passed by 7 of 9 directors of the Corporation and delivered to the State Budge
Director which resolution certifies that the request is in compliance with the Corporation's legislative purpose and function.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8789. Employees of the Corporation.
(a) All employees of the Corporation shall be exempt from the provisions of Chapter 59 of this title, as amended. Except as
otherwise provided herein, such employees shall not be considered state employees for purposes of wages, salaries, fringe
benefits or for purposes of any other benefits which may accrue to state employees whether exempt or merit employees, including
benefits that may accrue under Executive Order No. 36 dated November 23, 1977. Such employees shall be considered state employees
for the purposes of participating in the same group medical risk pool, Workers' Compensation Insurance Fund and the same deferred
compensation plans available to state employees, although the terms of the group medical insurance, including benefits and
coverage options provided to such employees, shall be determined by the Corporation and need not be the same as the terms
available to state employees. The Corporation shall remit the full cost of such insurance to the State no later than the first
day of each calendar month for which such insurance is being provided. The cost of such insurance shall be redetermined annually.
The terms of medical insurance and deferred compensation programs available through the state shall not be a subject of collective
bargaining. The Corporation shall establish pension plans for its employees who shall, for purposes of participation in any
such plans, be governmental employees. Contributions by the Corporation and/or its employees pursuant to such plans shall
be deposited into a fund established for these purposes. Benefits, fees and expenses authorized to be paid pursuant to such
plans shall be paid from said fund. The assets of such fund may be commingled for investment purposes with the assets of the
fund created by § 5541 of this title, referred to as the State Employees' Retirement Fund. The fund established by the Corporation
shall at all times be maintained separately for purposes of accounting and expenses. No assets of the State Employees' Retirement
Fund shall be used to pay benefits owed to employees of the Corporation. The Corporation's pension plans shall be administered
by the Board of Pension Trustees established by § 8308 of this title, upon such terms and conditions as the Corporation may
negotiate with the Board of Pension Trustees.
(b) The Corporation shall be a public employer, as provided in § 1302(n) of Title 19, and the Corporation shall be subject
to the Public Employment Relations Act, Chapter 13 of Title 19.
70 Del. Laws, c. 210, § 25; 70 Del. Laws, c. 290, § 12; 71 Del. Laws, c. 150, § 29; 75 Del. Laws, c. 88, § 19.;
§ 8780. Diamond State Port Corporation -- Policy and purpose.
The General Assembly declares the following to be the policy and purpose for creation of the Diamond State Port Corporation:
(1) That the continued economic viability of the Port of Wilmington and its related facilities, and improvements to these
facilities and to the commerce involving these facilities, benefits the entire State;
(2) That it is in the best interest of the State to create a corporate entity which shall assume, by agreement, operation
of the Port of Wilmington and its related facilities and to assume certain obligations of the City of Wilmington;
(3) That, in that regard, the General Assembly shall, in its discretion, appropriate an amount to fund the initial capital
and operating responsibilities of such corporation and shall consider the future appropriations as appropriate;
(4) That this Corporation is intended to have all power and authority necessary to be exercised in accordance with the form
of governance expressed herein, to operate the Port of Wilmington and related facilities so as to maintain and expand the
business of these facilities.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8781. Creation of Diamond State Port Corporation.
(a) There shall be established within the Department of State a body corporate and politic, with corporate succession, constituting
a public instrumentality of the State, and created for the purpose of exercising essential governmental functions which is
to be known as the "Diamond State Port Corporation." This Corporation shall exercise all such functions necessary in connection
with the assumption, establishment, acquisition, construction, rehabilitation, improvement, operation and maintenance of the
Port of Wilmington and related facilities, including without limitation marine terminal facilities, which shall be deemed
and held to be essential governmental functions of this State. The Corporation shall be a membership corporation with the
Department of State as sole member and shall have a certificate of incorporation and by-laws consistent with this subchapter.
The certificate of incorporation of the Corporation shall provide for approval of the Delaware General Assembly in order to
amend the certificate of incorporation, to effect a merger or dissolution of the Corporation or to effect a sale of all or
substantially all of the assets of the Corporation.
(b) The Corporation shall be governed by a board of directors consisting of 15 members, all of whom shall be residents of
this State. Eight of these directors shall be: (i) the Secretary of State, (ii) the Secretary of Transportation and (iii)
the Director of the Delaware Economic Development Office, (iv) the Secretary of Finance, (v) the Controller General, (vi)
the Co-Chairs of the General Assembly's Joint Legislative Committee on the Capital Improvement Program or their designee or
designees and (vii) the Secretary of the Department of Safety and Homeland Security. The Governor shall appoint the Chair
from among the 5 cabinet directors and the Chair shall serve at the pleasure of the Governor. The Chair shall be subject to
the advice and consent of the Senate; however, such consent shall be limited to the additional duties of the Chair of this
Corporation and not impact the prior confirmation as Cabinet Secretary. The remaining 7 directors shall be appointed by the
Governor with the advice and consent the Senate. These 7 directors shall consist of individuals from the private or public
business sectors and organized labor familiar with port and economic development issues. There shall be at least 1 director
from each of the 3 counties of the State, at least 1 director from the City of Wilmington and 3 directors who shall fill at-large
positions on the Board. Of these 7 directors no more than 4 shall be registered in the same major political party. The terms
of the original of these 7 such directors shall be as follows: 2 directors to serve for 1 year; 2 directors to serve for 2
years; and 2 directors to serve for 3 years. Each non-cabinet director shall serve a term of 3 years.
(c) As to the 7 noncabinet directors, in the event of the death of a director, permanent disability of a director, resignation
of a director or failure of a director to perform their duties, the Governor shall appoint an interim director to serve for
a period not to exceed 6 months, unless such interim director shall be confirmed by the Senate, in which case the interim
director shall complete the term of the replaced director.
(d) For purposes of conducting business of the Corporation, 6 directors shall constitute a quorum, except as otherwise provided.
A vote of 6 members shall be required for action on any matter before the Corporation, except as otherwise provided herein.
(e) [Deleted.]
70 Del. Laws, c. 210, § 25; 73 Del. Laws, c. 95, §§ 50, 51; 74 Del. Laws, c. 308, § 101(d)-(f); 75 Del. Laws, c. 88, § 19; 75 Del. Laws, c. 124, §§ 1-12; 76 Del. Laws, c. 2, § 4.;
§ 8782. Definitions.
The following terms and phrases as used in this subchapter shall have the following meanings:
(1) "Corporation" means the Diamond State Port Corporation.
(2) "Facilities" means all works, buildings, structures, appliances and appurtenances necessary and convenient for the proper
construction, equipment, operation and maintenance of such facility or facilities or any 1 or more of them.
(3) "Marine terminal facility" means wharves, piers, slips, ferries, anchorages, docks, dry-docks, bulkheads, dock-walls,
basins, car-floats, float-bridges, grain or other storage elevators, warehouses, cold or heated storage, tracks, yards, sheds,
switches or other buildings, structures or facilities or improvements or appurtenances necessary or convenient to the accommodation
of ships or vessels or their cargoes or passengers.
(4) "Person" means any individual, partnership, corporation, association, institution, cooperative enterprise, municipality,
commission, political subdivision or other duly established legal entity.
(5) "Port of Wilmington" means all wharves, piers, slips, ferries, anchorages, docks, dry-docks, bulkheads, dock-walls, basins,
car-floats, float-bridges, grain or other storage elevators, warehouses, cold or heated storage, tracks, yards, sheds, switches
or other buildings, structures or facilities or improvements or appurtenances operated as of the date of creation of the Corporation
by the Wilmington Department of Commerce as the Port of Wilmington and Wilmington Marine Terminal Wharf and such other facilities,
structures, improvements or appurtenances as may be developed, constructed or operated on land contiguous to, adjacent to
or proximate to the Port of Wilmington as may be acquired by the Corporation or the City of Wilmington for the purpose of
port development.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8783. Appointment of Executive Director.
The Chair of the Corporation shall, subject to the approval of the Governor, appoint an Executive Director of the Corporation.
The Executive Director shall be experienced in port or transportation-related management and shall be the principal executive
officer of the Corporation.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8784. General powers.
The Corporation shall have upon enactment of this subchapter and upon its creation as provided for herein the powers listed
in this subsection. The Corporation shall be empowered, without limitation and notwithstanding any other laws:
(1) To adopt by-laws to govern the conduct of its affairs and to carry out and discharge its powers, duties and functions
and to adopt rules and regulations as appropriate to carry out and discharge its power, duties, and function and to sue and
be sued, to enter into contracts and agreements and to plan, finance, develop, construct, purchase, lease, maintain, improve,
own, operate or control facilities and such real and personal property as it may deem necessary, convenient or desirable.
(2) To employ such personal and provide such benefits as necessary to carry out its functions and to retain, by contract,
engineers, advisors, legal counsel, and other providers of advice, counsel and services which it deems advisable or necessary
in the exercise of its purposes and powers and upon such terms as it deems appropriate.
(3) To exercise all of the power and the authority with respect to operation and development of the Port of Wilmington granted
to the City of Wilmington by statute enacted by the General Assembly including, without limitation, 22 Laws of Delaware, c.
118, § 1, 50 Laws of Delaware, c. 457, § 3, and 50 Laws of Delaware, c. 4, § 2, but shall not have the power to tax, to issue
bonds or to exercise the power of eminent domain.
(4) To have and exercise any and all powers available to a corporation organized pursuant to Chapter 1 of Title 8, the Delaware
General Corporation Law.
(5) To do all acts and things necessary or convenient to carry out its functions of operating and developing the Port of Wilmington
and related marine terminal facilities.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8785. No pledge of state credit; no assumption of liability by state.
The Corporation shall have no power, except where expressly granted by separate act of the General Assembly, to pledge the
credit or to create any debt or liability of the State or of any other agency or of any political subdivision of the State,
and the State shall not assume or be deemed to have assumed any debt or liability of the Corporation as the result of any
exercise of power by the Corporation.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8786. Reports and audits.
The Corporation shall make annual reports to the Governor and the General Assembly setting forth in detail its operations
and transactions, which shall include annual audits of the books and accounts of the Corporation made by a firm of independent
certified public accountants (CPA's) mutually agreed to by the Auditor of Accounts and the Secretary of State, and may make
such additional reports from time to time as it desires.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8787. Tax status.
The powers and functions exercised by the Corporation are and will be in all respects for the benefit of the people of the
State, and to this end, the Corporation will be exercising essential governmental functions. To this end, the Corporation
shall not be required to pay any taxes or assessments or charges of any character, including, without limitation, real property
taxes or head taxes levied upon employers, upon any of the property used by it or leased to third parties in connection with
the exercise of its powers, or any income or revenue therefrom, including, without limitation, any profit from any sale or
exchange.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8788. Appropriated funds.
(a) If the Corporation's final budget for any fiscal year includes a proposal for an appropriation from the General Assembly
for operating or capital funds, the budget shall be approved by the Chair of the Corporation before its submission to the
General Assembly as part of the Governor's proposed capital or operating budget. Any such appropriation shall be designated
for and allocated to the Port Account.
(b) Any capital expenditures of any such further appropriated moneys or of moneys derived from any other source, but not including
Twenty-First Century Fund moneys, which expenditures within any 1 fiscal year in the aggregate exceed $2 million, shall be
made pursuant to a request by a resolution passed by 7 of 9 directors of the Corporation and delivered to the State Budge
Director which resolution certifies that the request is in compliance with the Corporation's legislative purpose and function.
70 Del. Laws, c. 210, § 25; 75 Del. Laws, c. 88, § 19.;
§ 8789. Employees of the Corporation.
(a) All employees of the Corporation shall be exempt from the provisions of Chapter 59 of this title, as amended. Except as
otherwise provided herein, such employees shall not be considered state employees for purposes of wages, salaries, fringe
benefits or for purposes of any other benefits which may accrue to state employees whether exempt or merit employees, including
benefits that may accrue under Executive Order No. 36 dated November 23, 1977. Such employees shall be considered state employees
for the purposes of participating in the same group medical risk pool, Workers' Compensation Insurance Fund and the same deferred
compensation plans available to state employees, although the terms of the group medical insurance, including benefits and
coverage options provided to such employees, shall be determined by the Corporation and need not be the same as the terms
available to state employees. The Corporation shall remit the full cost of such insurance to the State no later than the first
day of each calendar month for which such insurance is being provided. The cost of such insurance shall be redetermined annually.
The terms of medical insurance and deferred compensation programs available through the state shall not be a subject of collective
bargaining. The Corporation shall establish pension plans for its employees who shall, for purposes of participation in any
such plans, be governmental employees. Contributions by the Corporation and/or its employees pursuant to such plans shall
be deposited into a fund established for these purposes. Benefits, fees and expenses authorized to be paid pursuant to such
plans shall be paid from said fund. The assets of such fund may be commingled for investment purposes with the assets of the
fund created by § 5541 of this title, referred to as the State Employees' Retirement Fund. The fund established by the Corporation
shall at all times be maintained separately for purposes of accounting and expenses. No assets of the State Employees' Retirement
Fund shall be used to pay benefits owed to employees of the Corporation. The Corporation's pension plans shall be administered
by the Board of Pension Trustees established by § 8308 of this title, upon such terms and conditions as the Corporation may
negotiate with the Board of Pension Trustees.
(b) The Corporation shall be a public employer, as provided in § 1302(n) of Title 19, and the Corporation shall be subject
to the Public Employment Relations Act, Chapter 13 of Title 19.
70 Del. Laws, c. 210, § 25; 70 Del. Laws, c. 290, § 12; 71 Del. Laws, c. 150, § 29; 75 Del. Laws, c. 88, § 19.;
