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Pacifica structure proposal

MODEL with a National Board elected from one election from all the
Stationboards/LABs and an Oversight Board
Jim Curtis 4-7-02

The Principle office would be in Alameda County, California.

Members shall have only one vote.

Listener Members shall be the designated members of the corporation. They qualify by having subscribed to one or more of the stations and/or having volunteered hours equivalent to the suggested minium donation.

There are also, Executive Members, who are qualified by swearing to up hold the principles in the Articles of Incorporation, voting for directors, amending the By-laws, and/or disolving the corporation or disposing of its assets.

There are no appointed directors, or constituency directors.

There are three kinds of boards of directors or four if there are seperate Local Advisory Boards. There would be a National Board, an Oversight Board, and Station Board/LABS.

The National Board would have 15 members, including Officers, and an Executive Committee. Members would serve three year terms with membership expiring for one third of the directors each year. A quorum would be 5 directors.

There would be the same diversity requirement for the National Board, as for the Station Boards in the election process.

The National Board would be elected from all the Station Boards in one election. Five or more candidates from each Station Board would be on one ballot to be voted on by all the members of all the Station Boards. They would elect members to the 5 vacant seats from twenty-five or more candidates.

There should be a national assembly once a year where the National Board would report to the other boards, the Lisener Members, and the public about the state of the foundation. The national assembly would also, be a fourm for Stationboard candidates for the National board.

There would be an Oversight Board elected from 5 members of the National Board to serve one year terms. It would be a committee of the National Board with the power to certify stations prior to each election. Their examinations would be based two criteria. Whether or not governance of those stations reflected the intent of the Articles of Incorporation; and to what extent the stations remained receptive to community dialogue. Loss of certification would entail loss of National Board members from that area.

The Station Boards would be committees of the National Board with the power to hire and fire the station managers and the program directors. Station Boards would allow each station to manage its own budget, the percentage from each fund drive allocated to the Nation board kept to a minimum. If that minimum is exceeded by some emerency the amount taken in excess should be repaid at the first oppertunity. Station Board's governance would be limited to setting policy, making recomendations based on community surveys and National Board directives. The staff and management at the station would be able to be unionized and to otherwise organize themselves within whatever structures worked for them, not already defined by these by-laws. All day to day management would be up to them and the content of their programs.

One third of directors of the Station Boards should be non-management station staff.

If Local Advisory Boards are deemed necessary they would be elected at at the same time as the other boards whenever the appropriate station area had its elections.

Each Station area can have its own election proceedures and rules, as long as, they use the KPFA election rules model as their starting point and none of thier results contradict or impede the ability of all the station area's boards to function together or elect the proper number of directors to the National Board. However, the diversity requirements of the KPFA elections should pertain throughout all the elections in Pacifica.

National directors may be re-called at any time by a 2/3's vote of the Station Board in the station area which voted them into office or by an initiative from the listener members in compliance with the election rules of their station area.

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