Decisions

Four Decisions That Will Shape Santa Clara

Together, they will determine how Santa Clara is governed — and whether ethical leadership and public trust flourish or continue to erode.

Why These Four? Why Now?

The City has decided to tackle four major decisions this year--the City Charter Review, ethics code replacement, independent ethics commission, and the Stadium "Put Right." At the same time, the City has hosted the Super Bown, will soon host FIFA World Cup matches, and is managing a hundred million dollars in infrastructure work--in addition to its regular work providing comprehensive services.

The City has not communicated clearly--or at all--why it is trying to do all of this at the same time or why it believes it can give these projects the time and attention the City's decision-makers need to make ethical, professional, fiscally-responsible decisions which earn public trust.

Each of these decisions has weight on its own. But their real significance becomes clear only when they are considered together. Taken together, they form a single test of the City's priorities and direction — and the outcome will define how Santa Clara is governed for a generation.

The City is approaching these as if each one stands alone, separate and distinct from the others. They do not. Taken together, they tell the world who we are, what we value as a city government, and whose interests we serve.

These are decisions about power and accountability, rights and duties, benefits and burdens, leadership and the common good, and whose interests come first — and whose come last.

The Threshold Question

Building and sustaining an ethical organization is one of the key responsibilities of public sector leaders. It is the obligation of the City leadership to cultivate an organization where ethical behavior is encouraged, identified, rewarded, and sustained.

— Jim Keene, former Palo Alto City Manager (2008)

Do the Santa Clara City Council and senior staff agree?

That single question sits above all four decisions below. The answer decides everything that follows. A Council and staff that disagree would approach these decisions one way — and based on Councils' choices over the past decade, we can predict what that approach looks like. A Council and staff that agree would approach them very differently

The four decisions are how we'll find out how this Council and Senior City staff answer the fundamental question: does ethics matter to Santa Clara's government?

The Four Decisions

Decision 1 — The City Charter

Status: Active — Charter Review Committee meeting through 2026

The City Charter is Santa Clara's constitution. Charter language outlasts Councils. What goes in protects the City for decades; what's left out can be quietly removed by any sitting Council majority.

The Charter Review now underway excludes the Stadium Authority altogether and leaves the City's public ethics infrastructure and meaningful public engagement to the discretion of this Council and senior staff — the same people who ignore ethics, believe it is a political weapon, seek minimal public input (except for Charter Review), and treat public trust as an afterthought.

What public trust looks like: A Charter that embeds best-practice ethics infrastructure — a values-based Code of Ethics, behavioral standards, ongoing training, an independent Ethics Commission structured to succeed, and meaningful public engagement — and applies these standards equally to the City and the Stadium Authority.

What we may get instead: Ethics oversight and accountability left entirely to the same Councils that dismantled what once worked — and a Charter that leaves the Stadium Authority Board free to do whatever it wants with no oversight, accountability, or ethics guardrails.

Decision 2— The Ethics Code

Status: Active — Replacement Code drafted, pending review at Governance and Ethics and recommendation to Council

For 14 years, Santa Clara's Code of Ethics & Values was the City's signature governance achievement — community-built, nationally recognized, awarded the League of California Cities' Helen Putnam Grand Prize, and used as a statewide model.

The City is now gutting that code and replacing it with a follow-the-law compliance document drafted in secret over two years by Liebert Cassidy Whitmore, a defense-side employment law firm, with no expertise in values-based ethics codes. The replacement was written without review of the existing code, without public input, and applies only to seven Council members — exempting staff, boards, commissions, the Stadium Authority, and political candidates.

What public trust looks like: A restored and strengthened values-based Code of Ethics & Values — promoting the highest standards of public ethics — applied to political candidates and everyone involved in city government, the Stadium Authority and other Authorities, and public-private partnerships.

What we may get instead: A minimal compliance code that treats the law as both floor and ceiling, leaves the Stadium Authority untouched, and leaves the public without meaningful standards to hold its government accountable.

Decision 3 — The Independent Ethics Commission

Status: Active — Study underway after two prior rejections

The Santa Clara County Civil Grand Jury recommended an independent ethics commission in October 2022. The Council rejected it in December 2022. It rejected it again in July 2023. It is now studying the question a third time — using a process designed by staff, run by the same employment law firm that is rewriting the ethics code, with no commission expertise, reviewed by the same three Council members who voted to reject the commission before.

The questions and objections Council raised in 2022 and 2023 have already been answered in publicly available best-practice literature. The consultant left them unanswered in her January 16, 2026 first study presentation. She may be unaware of Robert Wechsler's seminal work, City Ethics Programs in a Nutshell, a summary of his 1000-page City Ethics Programs.

What public trust looks like: An Independent Ethics Commission with full authority over both the City organization and the Stadium Authority — with real independence from City Council appointees, adequate resources, and best-practice authority for training, advice, investigation, enforcement, and oversight.

What we may get instead: A weak body, an "ethics program" under Council control, or no oversight at all — produced by a flawed study designed to confirm what the Council already decided twice.

Decision 4 — The Stadium "Put Right"

Status: Decision window open — March 2026 through March 2027

In 2010, voters approved Measure J to build a stadium. The 49ers spent $4.3 million to win that vote.

The Stadium Lease Agreement, signed in 2013, includes a clause that has been hiding in plain sight for 13 years: a one-time option for the Stadium Authority Board to transfer year-round operational control of Levi's Stadium to the 49ers — along with all revenue from all sources — for the remaining 27 years of the lease.

This is one of the few decisions that is uniquely the Stadium Authority Board's to make. The 49ers and the management company have no veto.

Under the contract's payment formula, the 49ers' cost for the put right may equal zero, if the contingency funds have paid off the debt.

Three facts impact the decision before any vote is taken. First, the ethical conflict of interest: five of the seven Board members benefited from more than $10 million in 49ers-funded independent expenditures across the 2020, 2022, and 2024 council races.

This is legal because the money went to a PAC who then spent the money on the candidates. If it had been given directly to the candidates for their campaigns the money would have to be returned or recusal for a year.

The Ethics Code says that you have a conflict if there is some relationship that will compromise the decision-makers' independent judgment.

Second, the voting record: the 2022 Civil Grand Jury found this majority "can and does vote in a manner favorable to the team," and every significant 49ers-related vote we have reviewed from 2022 and 2023 went 5-2 or 4-3 in the team's favor.

Third, the financial picture: public revenues have paid down approximately $450 million in stadium debt, and the 49ers may pay zero or close to zero for the put right itself — meaning the City could transfer 27 years of stadium revenue without receiving compensation for the public money the City has already invested in the Stadium.

What public trust looks like:

The conflict of interest and voting record publicly addressed before any vote
Independent economic analysis of what the City gains and loses
Full discussion of the terms in open session
The ethics question and the public trust question asked and answered on the record

What we may get instead: A 49ers-PAC-backed Council majority — sitting as the Stadium Authority Board — approves what the team wants, with little public discussion and no independent analysis, possibly in closed session with "no reportable action" — the same path the Council took for the August 2022 settlement that reinstated ManCo as the stadium manager. No taking the "put right" back once it's given.

Two Paths Forward

The table below summarizes both paths across the four decisions — what each one looks like if the City continues the decade-long dismantling, and what it looks like if the City chooses to build public trust.

Decision	Continuing the Dismantling	Building Public Trust
The City Charter	Omits ethics infrastructure, excludes the Stadium Authority, leaves public engagement as weak as it is now, and entrusts oversight to the same Councils that dismantled what once worked.	Embeds best-practice ethics infrastructure — values-based Code, behavioral standards, ongoing training, Independent Ethics Commission, public engagement — and applies it equally to the City and the Stadium Authority.
The Ethics Code	Gutted and replaced with a follow-the-law compliance code that treats the law as both floor and ceiling, applies only to seven Council members, and exempts staff, the Stadium Authority, and political candidates.	Restored and strengthened values-based Code, building on what already exists, covering political candidates, City Council, staff, boards, commissions, the Stadium Authority and other Authorities, and public-private partnerships.
The Independent Ethics Commission	A weak body, an "ethics program" under Council control, or no oversight at all — produced by a flawed study designed to confirm what the Council already decided twice.	Full authority over both the City and the Stadium Authority. Real independence from Council appointees. Adequate staffing and resources. Best-practice authority for training, advice, investigation, enforcement, and oversight.
The Stadium Put Right	A 49ers-PAC-backed Council majority — sitting as the Stadium Authority Board — approves what the team wants, with little public discussion, no independent analysis, possibly in closed session with "no reportable action." No taking it back once it's given.	Independent economic analysis before any vote. Discussion in open session. The two questions asked and answered on the record. Decision treated with the seriousness a 27-year, billion-dollar public-asset commitment requires.

The left column describes what continuing to dismantle the ethics program looks like. The right column describes how a City of Trust would act.

What's the Case on the Other Side?

A reader who studies this table may reasonably ask: what is the case on the other side? Why might the Council and senior staff choose, in good faith, to gut an ethics code, reject an independent ethics commission, omit ethics infrastructure from the Charter, or transfer 27 years of future stadium revenue to the 49ers?

That is the right question. Here is the honest answer.

There is no ethics or public trust case for any of those choices. There are reasons — political reasons, self-interested financial reasons, relationship reasons — but they are not ethics or public trust reasons.

Cost can be an ethics consideration when a city is honestly weighing competing public-interest demands. The cost arguments offered for the choices in the left column are not that. They are arguments for continuing to have no ethics accountability or oversight, dressed in the language of stewardship.

A Council member who voted with the 49ers ninety percent of the time, who benefited from millions in independent expenditures funded by the 49ers, who met with 49er lobbyists over 50 times in two years, who serves simultaneously on the Stadium Authority Board, has reasons to vote a certain way on the put right.

None of those reasons is "this builds the public's confident reliance that their government puts the people's best interests above all others." A staff team that has spent two years working privately with an outside law firm to replace a values-based ethics code with a compliance code has reasons for that work. None of those reasons is "this is what residents asked for and what the City's documented record shows is needed."

There may be legitimate ethics trade-offs in other decisions a city makes — privacy versus transparency, stability versus reform, majority preferences versus minority protections. Reasonable people, acting in good faith, can land in different places on those.

None of the four decisions on this page sits in that category. Each one has a clear ethics and public trust direction.

The question before the City right now is not which direction is the ethical or trustworthy one. It is whether the Council and senior staff are deciding on ethics or public trust grounds at all.

Two Questions To Ask about Every Decision

Before the City finalizes any of these four decisions — or any other decision — residents should ask the City Council two questions and expect honest answers, discussed openly in public meetings and put on the record:

The Ethics Question: Why, if at all, is this decision the right thing to do for the people of Santa Clara?

The Public Trust Question: How, if at all, will this decision build the public's trust that their government puts the people's best interests above all others?

These are the core questions of ethical decision-making. Decision-makers can ask them at every stage. They take only a few minutes to answer honestly — and the answers reveal everything about whose interests a decision serves.

Residents should expect — and insist on — clear, complete, and honest answers. No vague assurances. No scripted responses. No partial truths.

When residents consistently ask these questions in public meetings, in writing, and through neighbors talking to one another, decision-makers come to understand that the public is holding them accountable to those standards. Over time, the questions stop being something residents have to ask. They become part of how decision-makers deliberate before they vote.

There's a useful test for evaluating any answer the City gives. Ask: would a reasonable person, looking at all the facts available, find this explanation believable on its own? Or do other plausible reasons also explain the decision — reasons the official answer leaves out because the public would find them unacceptable, petty, or beneath the dignity of local government?

Political retribution may be tolerated at the federal level. Personal grudges, donor obligations, and score-settling may be ordinary in Washington. Local government holds itself to a different standard — and residents have every right to expect that standard. When the public explanation isn't believable on its own, the unspoken reasons usually stay unspoken for a reason. They wouldn't survive being said aloud at a Council meeting where the neighbors are listening.

When you encounter that gap — between the explanation given and what would actually be believable — bring it to the Public Trust Partners Forum. The community there will share what it knows, what it documents, and what it suspects. Some of what you'll hear is fact. Some is informed speculation. Some is conspiracy theory. The Forum is where residents work out, together, which is which.

What You Can Do

These four decisions are already in motion. The public moments to speak come and go — the City usually schedules them late, after Council and staff have already shaped the substantive choices. Timing matters.

Speak at a Council or Stadium Authority meeting. You can comment two ways at every meeting: two minutes to speak on an agenda item and three minutes during public comment on any topic under the Council's jurisdiction. Three minutes is enough to ask one question, name one fact, or hold one person accountable. Meetings happen most Tuesdays. Agendas are available 72 hours in advance on the City's website (santaclaraca.gov) or you can sign up to have them emailed to you.

Write to the Mayor and Council. Email mayorandcouncil@santaclaraca.gov. Tell them you want them to ask the two questions, discuss them openly in public meetings, and answer them on the record before they finalize any of these decisions — or any decision where public trust is at stake.

Join Public Trust Partners. A verified community of Santa Clara residents working together on these decisions. Members use a PEN name — an anonymous identifier that lets you speak freely without risking retaliation. Go to the Engage page in the top menu.

Tell your neighbors. Most Santa Clara residents don't know these four decisions are underway. Send them to PublicTrustNow.com. A short text, a forwarded link, a mention over the fence — that's how the audience for this work grows, and growing the audience is how the City Council finds out the public is paying attention.

There is no time to lose.

(Note: As these decisions progress, we will post relevant articles at the bottom of each of the decision descriptions above. Check the News page for the latest stories. We will post on Tuesdays and Fridays by 9 a.m.)