2007-07-28 PNB Meeting Minutes

Approved Minutes

PNB In-Person Los Angeles Meeting

Saturday, July 28, 2007

Public Session convened at 9:25 am PT.

Present for all or part of public session: Dave Adelson (DA), Mary Berg (MB), Evelyn Bethune (EB), Acie Byrd (AB), Lydia Brazon (Lydia), Lisa Davis (LD), Chandra Hauptman (CH), Ray LaForest (RLF), Bob Lederer (BL), Margaret Prescod (MP), Sarv Randhawa (Sarv), Sandra Rawline (SR), Berthold Reimers (BR), Rip Robbins (Rip), Rob Robinson (RR), Thomas Ruffin (TR), Wendy Schroell (WS), Lori Taguma (LT), LaVarn Williams (LW), Michael Woodson (MW). Greg Guma, ED (GG); Lonnie Hicks, CFO (LH). Dan Siegel, corporate counsel.

Absent: Ambrose Lane (AL), Don White (DW).

Revisions of Saturday Agenda (see amended agenda in Appendix 1):

9:40 am. Affiliate Task Force (written report included in board packet): Rip presents motion.

10:16 am. Affiliates Task Force motion as amended: that a proposed fiscal allocation for the Affiliate Coordinator/Outreach Director, as outlined by the Affiliate Task Force recommendations to the National Finance Committee, be included considered in the National Office budget beginning with 2008, w/ line items as necessary for an Outreach Division, and that the Affiliate Coordinator/Outreach Director needs a commensurate salary that will be determined in the next two weeks by the HR Director, the ED, and Chair of the Affiliates Task Force.

Passed as amended 12-4 with 2 abstentions.

10:17 am. Election Cmte:

LB motion: to increase N.E.S. Hours from 120 to 160. Financial impact approx. $1,000.

DA. Not in order now. Will be 1^st item of new business on Sunday.

10:22 am. N.E,.S Report. Casey Peters. 10:26 am. Questions/comments from board members.

10:40 am Governance Cmte. Sarv: No motions at this time.

10:45 am. Personnel/ED Search Cmte. LB: Have received approx. 25 applications to date. Will present motion under “new business” on Sunday to increase posted salary range to $100,000.

10:48 am. Programming Cmte. RR: (written report included in board packet) No motions at this time.

10:53 am. Tech Cmte. (written report included in board packet):. MW: Motion re PNB calendar.

Whereas Pacificafoundation.org now has the capacity to accommodate the National Board calendar needs, and that Pete Korakus has requested a change be made in the calendar process, and that the Technology

Committee has passed the following,

The PNB Technology committee requests that the web location for officially noticing all Pacifica National Board meetings as required by the bylaws, is now Pacificafoundation.org, replacing KPFTx.org

11:05 am. Motion by WS/MB: to postpone a Tech Committee motion on PNB meeting calendar to September in-person meeting when we'll have instructions and logins for posting.,

11:14 am. Passed 13-4.

11:15 am. Finance Cmte Report: LW.

11:22 am. NFC motion recommended from the PNB Finance Committee, adapted for PNB approval by the NFC secretary:

1:32 am. LW moves to postpone until Sunday when we will have heard the CFO's full report.

11:35 am. Motion to postpone passed without objection.

11:35am. Audit Cmte. LD: No written report at this time. Working to finalize Financial Procedures Manual.

11:40 am. Archives. Lamont Yeakey: No specific report at this time; but urged the board to consider the importance of the archives.

11:42 am. Racism and Sexism Cmte. LD: Read text of a motion referred to Governance Cmte re language to incorporate in the PNB Code of Conduct [text not available electronically for inclusion in these minutes].

11:48 am. COI (Committees of Inclusion). RLF: Cmte has been populated, have room for 5 more members.

12:01 pm. KPFK Special Commemorations to Roy Tuckman (Something's Happening), Joy Kiugelman (Filem Club), and Julio Martinez (Arts in Review).

12:15 pm. Public Comment. 18 speakers.

1:01 pm. KPFK GM asked for 2 minutes at his time. Motion to table until GM report failed 2-8.

Motion to give 2 minutes passed 10-2.

1:05pm. Break

2:35 – 5:35 pm. ADA Report and Training; Francie Moeller.

5:35 pm. MP moved 10 minutes for additional public comment before PRA Report. Passed without objection.

5:42-- 5:54 pm. Public Comment. 5 speakers.

5:54 pm Archives Report (written). Brian DeShazer.

6;41-7:45 pm. BREAK

7:45-8:50 pm. CFO Report: LH. (written report included in board packet)

8:50 pm. Digital Distribution Report: RR. (written report included in board packet)

9:25 pm. KPFK Station Report: Eva Georgia et al.

10:15—10:47 pm. GM Reports (written reports included in board packet). WBAI: Robert Scott Adams; KPFT: Duane Bradley; KPFA: Lemlem Rijio.

Public Session adjourned at 10:48 pm.

Minutes submitted by Mary Berg, secretary

Appendix 1: Saturday Agenda as Amended.

9:00 – 11:30 Committee / Task Force Reports (2 hours, 30 mins.)

* Affiliates (30 minutes)

* Elections (20 minutes)

* Governance (20 minutes)

* Personnel (10 minutes)

* Programming (15 minutes)

* Technology (20 minutes)

* Finance (15 minutes)

* Audit (5 minutes)

* Archives (10 minutes)

* Racism and Sexism (5 minutes)

* COI

11:20 – 12:00 Public Comment (30 minutes)

12:00 – 1:00 Lunch

1:00 – 4:00 ADA Report and Training (3 hours)

* Francie Moeller

4:00 – 5:30 Staff Reports (90 120 minutes) – order below

4:00 – 4:30 Finances – Lonnie Hicks (30 minutes)

4:30 – 4:50 Technology – Jon Almeleh and Pete Korakis (20)

4:50 – 5:10 Pacifica Radio Archives – Brian DeShazor (20)

Additional Public Comment (10)

5:10 – 5:30 Programming – Nathan Moore Digital Distribution (20)

Election (10)

5:30 – 6:30 Dinner

6:30- 8:00 Station Reports (90 minutes)

(Note: for all reports, the manager or staff member will have 1/3 of the allotted time for presentation, 2/3 of the time will be used for discussion with the board)

6:30 – 7:15 Focus Station – KPFK (45 minutes)

7:15 - 8:00 Other Station Discussions (45 minutes)

Adjourn at 8:00 p.m.

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Appendix 2: Full text of Finance Cmte motion re Budgeting of Expenses for FY 08:

Whereas , the operating expenses of the PF are increasing annually qt a rate faster than is being matched by increases in income:

Therefore, be it resolved:

a) That Pacifica shall hold all expenditures in FY '08 to FY '07 levels;

b) That Pacifica shall not hire any new staff in FY '08, holding salary expenses to FY '07 levels.

c) That Pacifica shall accumulate a small contingency fund for potential use by stations in case drives do not perform;

d) that Pacifica shall focus on revenue producing activities in FY '08; and

e) That the ED and CFO shall continue to monitor WBAI revenue shortfall or recovery in FY '08 and its impact on the 2008 budget.