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Fertig's Proposed diversity bylaw language
5-9-03


Diversity bylaw committee documents

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From: David R. Fertig   [KPFK iPNB rep., member of diversity language committee]
Sent: Friday, May 09, 2003 7:01 PM
Subject: Fwd: [Pacifica_Diversity] Proposed language re: diversity, integrated excerpts

Here is draft bylaws language excerpted fom the huge text of bylaws.  It is, in in fact, slightly modified from the draft I distributed yesterday.   This too  has “red lined” additions and interlineated deletions.  Since the red color sometimes does not translate, I also put additions in CAPS  (SORRY.)   I also integrate the provisions that include the 10% threshold language, the equal delegate terms and proposed language about statistical sources.  And, I return the paragraph fom the transition clause erroneously elided in the past draft, which provides for staggered elections.

The diversity anguage I offer is variously phrased in the following terms,

"So that the candidate pool composition shall be reasonably demographically consistent with that of the local station signal area, also recognizing the need to include historically underrepresented groups"

"Whether the LSB, as constituted, adequately reflects the demographics of the applicable signal area."

"Reasonably demographically consistent with the demographics of the local station signal area,"

" evaluate the composition of the board of directors (board) to determine whether the board, as constituted, adequately reflects the demographics of the combined signal areas of pacifica-owned radio stations"

"Deemed by the national coi not to adequately reflect the demographics of the combined signal areas of pacifica-owned radio stations"

"Reasonably consonant with the demographic makeup of the applicable signal area(s) served, paying particular attention to inclusion of historically under-represented groups. "

Mimi & Sheila’s document employs this phrase:

“accurately reflects the demographics of the  station's area and audience while also achieving a meaningful diversity of the underrepresented and disenfranchised communities of the area.”

My concerns with this language proposed by Mimi & Sheila are:

(1) the use of “audience”, i.e., listener demographics, as an additional basis for assessment. I disagree with the notion that we are to measure our audience to ascewrtain diversity. We should measure our success by comparing the demographics of our boards to the demographics of the communities Pacifica serves, not merely the actual listeners which are a more difficult thing to assess, anyway.  

And (2), the term, “accurate” is susceptible to an interpretation of exactitude which is simply impossible and profoundly impractical.


Here are my excerpt which should fit into Version A:

ARTICLE 4
SECTION 5.  DIVERSITY OF DELEGATE NOMINEE POOLS
Prior to the opening of nominations for Delegates in any election year (prior to July 25th), the local Committee of Inclusion (“COI”) (described in Section 4 of Article 8 of these Bylaws) shall establish diversity goals for the Delegate candidate pools for that station for both Listener Sponsor Delegates and Staff Delegates SO THAT THE CANDIDATE POOL COMPOSITION SHALL BE REASONABLY DEMOGRAPHICALLY CONSISTENT WITH THAT OF THE LOCAL STATION SIGNAL AREA, ALSO RECOGNIZING THE NEED TO INCLUDE HISTORICALLY UNDERREPRESENTED GROUPS. 

The minimum diversity goals for candidate pools shall be at least 50% women and 50% people of color and may include other disenfranchised or under represented groups as well.  For purposes of these Bylaws, “people of color”is defined persons who identify themselves as being of non-European ancestry, e.g., African, Latino/Latina, Asian, Indigenous, Middle Eastern, Pacific Islander, or Caribbean ancestry. 

At the close of the nomination period on September 25th, the local COI shall within three days evaluate the pool of candidates to determine whether the diversity goals have been met.  If the local COI determines that the diversity goals for the candidate pool(s) have not been met, the nomination period may be extended for two weeks –until October 9th –in the discretion of the local COI; and if the diversity goals have still not been met the nomination period may be extended for a second two weeks –until October 23rd –in the discretion of the local COI; provided, however, that the local COI must notify the local Elections Supervisor of any extension not later than three days after the close of nominations or any extension thereof and if the local Elections Supervisor is not timely notified there shall be no extension (i.e., not later than September 28 th for a first extension, and not later than October 12th for a second extension, if any).  The latest date for close of nominations -- after two extensions -- shall be October 23rd.  During any extension of the nominations period, the local COI and other appropriate local committees will be expected to conduct additional outreach efforts to under represented groups to enhance the diversity of the pool of candidates.  If after two consecutive extensions, the diversity goals have not been met, the election of Delegates shall go forward regardless of the composition of the candidate pools


SECTION 7.  SELECTION OF ADDITIONAL DELEGATES FOR DIVERSITY
If, afterAFTER the election of Delegates in any given election year, evaluation OFTHE LOCAL COI SHALL EVALUATE THE COMPOSITION OF THE LOCAL STATION BOARD (INCLUDING all the elected Delegates (including the Delegates elected in the previous election and including both RECENTLY ELECTED Delegates elected by the Listener-Sponsor Members and Staff Members) shows that there are not at least 50% women and 50% persons TO DETERMINE WHETHER THE LSB, AS CONSTITUTED, ADEQUATELY REFLECTS THE DEMOGRAPHICS of color currently serving as elected Delegates for that radio station (womenthe APPLICABLE SIGNAL AREA.

        WITHIN ONE WEEK of color count in both categories) THE CLOSE OF THE ELECTION, then up to five additional women and/or people of color, as required, shall be selected to serve as Delegates until the next election of Delegates is held in order to achieve such minimum diversity.  Delegates shall be selected in the order of their ranking as candidates in the just completed election, with the highest ranked woman and/or person of color, as required, selected THE LOCAL COI SHALL ISSUE A WRITTEN REPORT REFLECTING ITS FINDINGS. first and successively in order.  There THIS REPORT shall be no distinctions among races and/or ethnicities in determining who the next highest ranked person of color ISSUED PUBLICLY, IT SHALL BE PROVIDED to be selected shall be (except, of course THE CHAIR OF THE LSB AND THE FOUNDATION, that persons of European heritage shall not be selected as “persons of color”, but may be selected as women, where required) AS WELL AS BEING POSTED AT THE APPLICABLE STATION AND ON ITS WEBSITE.  IN THE EVENT THE LOCAL COI FINDS THE LOCAL STATION BOARD AS CONSTITUTED IS NOT REASONABLY DEMOGRAPHICALLY CONSISTENT WITH THE DEMOGRAPHICS OF THE LOCAL STATION SIGNAL AREA, THEN IT MAY SEAT UP TO FIVE ADDITIONAL CANDIDATES ONTO THE LSB.  SAID ADDITIONALLY SEATED CANDIDATES SHALL BE THOSE UNELECTED CANDIDATES WHO GAINED THE HIGHEST NUMBER OF VOTES WHO ARE EITHER WOMEN OR MEMBERS OF HISTORICALLY UNDERREPRESENTED GROUPS.  Only THERE SHALL BE NO MORE THAN FIVE such number of Delegates shall be selected as are minimally required to reach ADDED SEATS ON the desired 50% women and 50% people of color serving as Delegates (e.g., if both a woman and a person of color are needed, then the highest ranked woman of color candidate, if lsb at any, shall be selected) ONE TIME, CONSISTENT WITH SECTINO 2 OF ARTICLE 7.     In order to roughly maintain the ¼ ratio of Staff Delegates to Listener-Sponsor Delegates, the first two Delegates selected, if any, shall be drawn from the Listener-Sponsor candidates, the third Delegate selected, if any, shall be drawn from the Staff candidates, and the fourth and fifth Delegates selected, if any, shall drawn be from the Listener-Sponsor candidates.

        NO PERSON SHALL BE NAMED TO AN ADDED DELEGATE SEAT WHO DOES NOT RECEIVE AT LEAST 10% OF THE NUMBER OF MINIMUM VOTES REQUIRED TO BE DIRECTLY ELECTED IN THE SAME ELECTION.   In the event that there are no ELIGIBLE CANDIDATES REMAINING IN THE APPROPRIATE POOL WHO meet the 50% diversity goals ARE EITHER WOMEN OR MEMBERS OF HISTORICALLY UNDERREPRESENTED GROUPS, THEN NO FURTHER APPOINTMENTS SHALL BE MADE.

SECTION 10. TRANSITION ELECTION OF DELEGATES
Following the adoption of these Bylaws, and consistent with that Settlement Agreement dated December 12, 2001, there shall be an election for all Delegates for each radio station area. The interim Board of Directors, by resolution, shall establish a nomination and election time frame for said elections, which time frame may be shorter and on dates other than those set forth in Section 4 of this Article of these Bylaws. 

For purposes of this transition election, only, local Committees of Inclusion shall be established consisting of one Director, three of the current Local Advisory Board Members from each radio station who shall, by Single Transferable Voting method, choose a minimum of three and a maximum of eleven additional Local COI members.  These local Committees of Inclusion shall have three weeks after the opening of nominations to set diversity goals for the candidate pools for Delegate elections for their respective station areas.   To avoid actual or potential conflicts of interest, no member of a local Committee of Inclusion may run for election as a Delegate (except that if all the current interim Directors from a station area intend to run for election, then one of them who shall be chosen by lot shall serve on the local Committee of Inclusion for his/her station area, and if there are not three LAB members who do not intend to run for election, then three LAB members shall be chosen by lot to serve on the local Committee of Inclusion). 

FOR PURPOSES OF THIS TRANSITION ELECTION, ONLY, ON EACH LSB, THE 3 STAFF DELEGATES AND 9 LISTENER-SPONSOR DELEGATES RECEIVING THE HIGHEST NUMBER OF WINNING VOTES SHALL SERVE UNTIL SAID LSB’S DECEMBER 2004 MEETING TO SEAT NEW DELEGATES, UNLESS RE-ELECTED OR SOONER REMOVED PURSUANT TO THESE BYLAWS. BEGINNING WITH THE 2004 ELECTION FOR DELEGATES, SAID DELEGATE ELECTIONS SHALL THEREAFTER PROCEED IN ACCORDANCE WITH THE REMAINDER OF THE NON-TRANSITIONAL ELECTION PROVISIONS HEREIN. 

SECTION 11. DELEGATES’TERMS OF OFFICE; TERM LIMITS
A Delegate’s term of office, shall be three (3) years, beginning in December. A Delegate may serve a maximum of two consecutive 3-year terms.  A Delegate shall not be eligible for further service as a Delegate until one year has elapsed after the termination of the Delegate’s second consecutive three-year term.  Notwithstanding the foregoing, if a Delegate is selected for diversity reasons, his/her term shall expire upon the completion of the next election of Delegates (in one or two years, as applicable), and any Delegate who is selected for a term for diversity purposes may subsequently be elected for two consecutive 3-year terms; provided, however, that in no event shall a Delegate serve longer than eight consecutive years.



ARTICLE FIVE
        BOARD OF DIRECTORS OF THE FOUNDATION

SECTION 3.      NOMINATION AND ELECTION OF STATION REPRESENTATIVE DIRECTORS

A.      NOMINATION
Any current Delegate of any class of Members may nominate any other current Delegate of any class of Members serving the same radio station for the office of Director, provided that the nominee has served at least one year as a Delegate for that radio station.  Said nominations shall be given in writing to the Recording Secretary for the radio station Local Station Board (“LSB”) by December 31 prior to the election of Directors in January.

B.      ELECTION
The Delegates for each radio station shall meet annually in late December or early January to elect four Directors to represent that radio station on the Board.  The Delegates of both classes of Members, voting together, shall elect three Listener-Sponsor Directors using the Single Transferable Voting method, and shall elect one Staff Director using the Instant Runoff Voting method, to represent that radio station on the Board. The Staff Director must be a Staff Delegate.  The Listener-Sponsor Directors  must be Listener-Sponsor Delegates.

C.      SEATING OF STATION REPRESENTATIVE DIRECTORS
Seating newly elected Station Representative Directors shall be the first order of business at the Meeting of the Board of Directors held in January each year.

D.      DIVERSITY; ADDITIONAL STATION REPRESENTATIVE DIRECTORS
In AFTER the event that the twenty ELECTION OF Station Representative Directors, taken as a whole IN ANY GIVEN ELECTION YEAR, are not at least 50% women and 50% persons of color (women of color count in both categories), the Board Secretary THE NATIONAL COI shall notify EVALUATE THE COMPOSITION OF THE BOARD OF DIRECTORS (BOARD) TO DETERMINE WHETHER THE BOARD, AS CONSTITUTED, ADEQUATELY REFLECTS the Chairs DEMOGRAPHICS of the five Local Station Boards to immediately convene their respective radio station Delegates –prior to the January Board meeting –to nominate and elect by the Instant Runoff Voting method a fifth director from among each radio station’s Delegates, bearing in mind the Board’s 50% diversity goals COMBINED SIGNAL AREAS OF PACIFICA-OWNED RADIO STATIONS.

        WITHIN ONE WEEK OF THE CLOSE OF THE ELECTION, THE NATIONAL COI SHALL ISSUE A WRITTEN REPORT REFLECTING ITS FINDINGS.  THIS REPORT SHALL BE ISSUED PUBLICLY, IT SHALL BE PROVIDED TO THE CHAIR OF EACH LSB AND THE FOUNDATION, AS WELL AS BEING POSTED AT EACH STATION AND ON THEIR WEBSITES.  IN THE EVENT THE NATIONAL COI FINDS THE BOARD AS CONSTITUTED IS NOT REASONABLY DEMOGRAPHICALLY CONSISTENT WITH THE DEMOGRAPHICS AS DESCRIBED ABOVE, THEN IT SHALL INVOKE IN ITS REPORT THE REQUIREMENT THAT THE BOARD SECRETARY MUST NOTIFY THE CHAIRS OF THE FIVE LOCAL STATION BOARDS TO IMMEDIATELY CONVENE THEIR RESPECTIVE RADIO STATION DELEGATES –PRIOR TO THE JANUARY BOARD MEETING –TO NOMINATE AND ELECT BY THE INSTANT RUNOFF VOTING METHOD A FIFTH DIRECTOR FROM AMONG EACH RADIO STATION’S DELEGATES, BEARING IN MIND THE BOARD’S DIVERSITY GOALS.  Any such additional Station Representative directors may be either Listener-Sponsor Delegates or Staff Delegates. The second order of business at the Board of Directors’meeting in January shall be to adopt a resolution adding five (5) Directors to the Board for a period of one year and then to seat those additional five Station Representative Directors for terms that shall expire the following January.

SECTION 6. TRANSITION ELECTION
Following the adoption of these Bylaws, and within the time frame established by the interim Board, and following the transition election of Delegates pursuant to Section 10 of Article 4 of these Bylaws, the Delegates from each station area shall meet and elect four (4) Directors –three (3) of whom shall be Listener-Sponsor Directors elected by Single Transferable voting, and one (1) of whom shall be a Staff Director elected by Instant Runoff Voting. For the purposes of this election and contrary to the provisions of Section 3(A) of this Article, one year’s previous service as a Delegate LSB shall not be an eligibility requirement.  The term of these Station Representative Directors shall expire upon the election and seating of their successors in January 2005.  In the event that those twenty (20) Directors, taken as a whole, are DEEMED BY THE at least 50% women and 50% people of color NATIONAL COI not TO ADEQUATELY REFLECT THE DEMOGRAPHICS OF THE COMBINED SIGNAL AREAS OF PACIFICA-OWNED RADIO STATIONS, then the provisions of Section 3.D, above, shall apply, except that the additional five Directors shall be immediately elected by the radio station Delegates and seated at the first meeting of the newly elected Board and a resolution of the new Board expanding the number of Station Representative Directors to twenty-five (25) until January 2005 shall be adopted by the new Board at its first meeting.      In addition, nominations for the two (2) Affiliate Directors shall be opened.

ARTICLE EIGHT
OTHER COMMITTEES OF THE BOARD OF DIRECTORS

SECTION 4.  COMMITTEES OF INCLUSION
The Foundation shall require diversity throughout its institutional structures.

For the purpose of developing and monitoring diversity, there shall be established a standing committee of the Board called the “National Committee of Inclusion" (“COI”).  The National COI shall have five local subcommittees known as “Local Committees of Inclusion”.  The local COIs shall each consist one Director and three LSB members who shall be elected in January each year by their respective LSBs using the single transferable voting method.  Those four shall choose at least three and not more than eleven additional local COI members each year.  The National COI shall be made up of the Directors from each Local COI and two additional Local COI members elected by the Local COI using the Single Transferable Voting method.  The Committees of Inclusion shall consist BE REASONABLY REFLECTIVE of at least 50% women and 50% people THE COMBINED DEMOGRAPHICS of color THE SIGNAL AREAS OF ALL RADIO STATIONS OWNED BY PACIFICA, and shall include other disenfranchised or under represented MEMBERS OF HISTORICALLY UNDER-REPRESENTED groups.  To avoid actual or potential conflicts of interest, no member of a COI may run for election as a local station Delegate while serving on the local COI, and s/he must resign from the COI immediately should s/he commence gathering nomination signatures for his/her candidacy as a Delegate.

DEMOGRAPHICS SHALL BE ASCERTAINED FROM GOVERNMENTAL, ACADEMIC AND COMMUNITY SOURCES, SUCH AS THE U.S. CENSUS BUREAU, LOCAL GOVERNMENT, LOCAL UNIVERSITIES AND ORGANIZATIONS SUCH AS THE NAACP AND MALDEF.

Any and all actions of the National Committee of Inclusion or any of its local subcommittees may be overridden by the Board of Directors if it deems it appropriate or necessary.

The National COI shall: (a) monitor the diversity of the national staff and the Board of Directors and its committees and make recommendations for improvements, (b) monitor the diversity goals throughout all Pacifica network stations, and (c) communicate closely with the Local COIs regarding their progress toward their diversity goals. 

Local COIs shall monitor inclusion of under-represented communities in their station programming, volunteer staff, and paid staff.  They will also monitor Delegate election candidates and will work with the appropriate local LSB committees to improve the diversity of Delegate election candidates.

Local COIs shall help establish and monitor diversity goals in consultation with station management and volunteer committees. These diversity goals will be published and maintained in each respective signal area.  Communities deemed to be under-represented by the local COIs will be identified and the extent of their under-representation shall be communicated to the Board, the respective LSBs and LSB committees, and station management.  Station management and the LSB committees will be expected to consider these communities in their future decisions about staffing, programming, committee membership, and Delegate candidate outreach and recruitment. 

Local station management and LSB committees shall report quarterly to the local COIs, the National COI, and the LSBs on the status of diversity goals within their respective signal areas.  The National COI shall query and monitor signal areas with identified under-represented communities about their plans for addressing these communities.  Where necessary and with due notice, the Board may suggest or direct managers and committees to implement specific measures to improve the status of under-represented communities in their respective signal areas.  The Board and National COI will assist and encourage station managers and committees in finding new ways to improve recruitment efforts in their respective signal areas in an effort to achieve diversity goals.

The Committees of Inclusion shall serve as a liaison to and between management, volunteers, Listener-Sponsor and Staff Members, and the community at large to establish and maintain a goal of at least 50% women and 50% people of color DIVERSITY in all Foundation programming, committee membership, and candidate outreach CALCULATED TO ACHIEVE RESULTS REASONABLY CONSONANT WITH THE DEMOGRAPHIC MAKEUP OF THE APPLICABLE SIGNAL AREA(S) SERVED, PAYING PARTICULAR ATTENTION TO INCLUSION OF HISTORICALLY UNDER-REPRESENTED GROUPS.

All Committees of Inclusion shall operate in adherence to the Foundation Bylaws and policies.  The National Committee of Inclusion shall develop a written document for approval by the Board of Directors which shall be called "Committees of Inclusion Operational Guidelines" that describes the committees' charge and policies regarding implementation of that charge.

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Diversity bylaw committee documents



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