Audio Archive at www.kpftx.org

- Written by Roger Manning, wbai.net editor

Meeting via teleconfernce

AGENDA:

1. Call to order (10 minutes)

2. Approval of minutes for the 9-13-04 PNB teleconfernce
and Oct 1-3 D.C PNB meeting.(10 minutes)

3. Update - Special Personnel Committee

4. Update Progress of WBAI Mediation, impending resignation of GM and
appointment of interim GM - Dan Coughlin (10 minutes)

5. Update on Elections Mailing and Process (15 minutes)

6. Update on FSRN, RFPI Negotiations - Dan Coughlin, FSRN/RFPI committee
members (15 minutes)

7. Board manuals for incoming board - Carol Spooner (10 minutes)
"Resolved that:
The PNB Governance Committee compile a list of documents needed for a
Board Manual for the new board and work with the national office to insure
that all national board members receive a Board Manual to the January 2005
PNB meeting."

8.Collective Bargaining Agreements - Carol Spooner (10 minutes)
"Resolved that:
Neither Pacifica nor any Pacifica radio station shall enter into any
contract or collective bargaining agreement that does any of the following:
(1) attempts to interfere with or restrict the right or ability of the
Local Station Boards to screen and select a pool of candidates from which
the station General Manager and Program Director shall be hired (Bylaws
Article 7, Sections 3.B and 3.E), or
(2) attempts to interfere with or restrict the right or ability of the
Local Station Board to conduct written evaluations of the Station General
Manager and Program Director (Bylaws Article 7, Sections 3.C and 3.F), or
(3) attempts to interfere with or restrict the rights of the Foundation
members -- including union and collective bargaining unit members -- under
Bylaws Article 12, Section 12, including the rights of members to the
membership address list for purposes reasonably related to their interests
as members or to require the Foundation to provide an alternative means of
communication with the membership, or
(4) attempts to restrict the ability or right of the Board of Directors or
Local Station Board to carry out their duties and responsibilities under
the bylaws as the Board of Directors deems fit and proper."

9. KPFK GM Evaluation Comittee Request - Sonali Kolhatkar (10 minutes)
Resolved that: the request of the KPFK GM Evaluation Committee, originally
submitted in June 2004 via the Pacifica Communications Policy, for copies
of the guidelines, job descriptions, legal considerations, recent
evaluations, and criteria used to evluate our managers before and after the
recent 360 evaluation process, and other docmumentation which may have a
bearing on the work performance of the KPFK GM and PD.

10. Discussion on Race and Nationality policy (60 minutes)

11. Update on planning for January meeting in LA, Day of Diversity,
Committees of Inclusion, Retreat (10 minutes)

12. Adjourn

++++++++++++++++++++++++++++++

8:07pm Eastern time Quorum present. Chair Durlin convenes meeting.

Chair goes over agenda. Moves item 5 up in the order without objection

5. Update on Elections Mailing and Process

Kenny Mostern - the ballot mailing is going out tomorrow. Is disturbed by the delays, has been frustrating. Is here to answer questions. A good system in place for replacement ballots for people who report not getting ballots.

Adelson - the coordinating committee wants to commend Kenny's work.

Discussion and questions. Sanders- ballot mailing discussion has taken place in Berkeley. Thinks it's unwise not to send ballots first class because lost ballots are easier to deal with. Mostern - replacement ballot system with 800 number is much better this year in the way the pin numbers are set up. 3^rd class mail marked properly will be returned - and much less expensive. Shields - what procedure is in place to notify producers of fair campaign provisions? Mostern - sent out in July. Some problems contacting some producers. Bylaws state that all producers must sign and return. Up to 40% of staff at some stations didn't. Need to inquire with local elections supervisors. Laforest - How does he verify the identity of caller for replacement ballot. A: caller would need to be able give quite a bit of information which is in database. Randhawa - will we make all the deadlines? Mostern - ballot counting will be done in one week, but election certification memos that need to be written is a little uncertain. He will travel with optical counting ballot counters from city to city. Will make sure that memos are sent on time if only in draft form. Kiteka- disappointed that Mostern had changed the bylaws regarding the elections deadline and that it was beyond his authority - hopes that it would not happen again - we had year to prepare for this election. Allen - apologizes to Mostern because it wasn't actually a year and procedures have not gone smoothly. Would hope that next time he would contact chair in advance of major issues Shields - can ES confirm that the survey is in with ballots? A: yes Schroell - did surveys get in? A: may be problems with the thicker booklets such as WBAI to fit surveys into the envelopes being used. Laforest - did the survey have a request for funds? A: yes Sheilds - what would larger envelope cost? Mostern - the envelope situation is very complex [explains etc.] best to go with what we have. Shields - were the candidate statements size or were the surveys mentioned in advanced? Durlin - thanks Mostern. Mostern thanks the board, proud to be a part of this importants effort.

Recommendation from the coordinating committee:

Whereas the PNB recognizes the good faith effort of the elections

supervisors to conduct the election in a fair manner for all participants consistent with the spirit and intent of the bylaws to ensure a fair election process for all concerned;

Whereas the PNB, voted that the National Elections Supervisor shall have full independent authority to supervise all aspects of the elections, and to direct national and station management, as necessary, as well as the Local Elections Supervisors, to insure that fair elections are conducted in compliance with the requirements of the bylaws.

The PNB amends the resolution with the following:

Any substantial changes from prior elections practice and procedure, or any decision affecting the bylaws by the National Elections Supervisor, shall be referred in advance to the PNB for review and, if deemed necessary, approval.

There is confusion regarding recommendation. Chair suggests tabling item to end of the meeting

No objection.

2. Approval of minutes for the 9-13-04 PNB teleconference
and Oct 1-3 D.C PNB meeting.(10 minutes)

MOTION by Lane to approve minutes for the 9-13-04 PNB teleconference and Oct 1-3 D.C PNB meeting.

PASSES without objection.


3. Update - Special Personnel Committee
Kolhatkar reports. The committee will have rotating chairs. Have met 4 times, Kolhatkar is secretary. Had productive session with consultant. Making good progress.

Chair - This committee is to report to the PNB by Nov.1. Should have exec session next Monday? Shields - it would be better to deliver materials to the PNB on Nov. 1 and exec session later in order to have time to absorb materials. Discussion at to logistics.

Chair schedules PNB executive session set for Mon. Nov. 8. without objection.

Point of order by Adelson - the WPFW director has resigned. Discussion as how to replace WPFW director position on the Special Personnel Committee.

MOTION by Adelson to elect a director from WPFW as alternate to serve on the Special Personnel Committee to fill vacancy created by resignation of Roberts.
PASSES without objection.

Nominations - Shields nominates Olusagun. Lane and Shakir nominated but decline.

Sole candidate Olusagun elected by proclamation without objection.

4. Update Progress of WBAI Mediation, impending resignation of GM and
appointment of interim GM - Dan Coughlin
ED reports. Congratulates WPFW, KPFK, and KPFA for successful fund drives going over goal. Arbitrons in for 3 stations with a strong showing. WBAI shows a 40% increase in cumes. In top ten of public radio stations. Sent a report a week ago regarding WBAI. Mediation is moving forward. GM and LsB chair recently met with mediator. Staff survey going out. WBAI Town Hall Meeting went well. WBAI GM resignation is scheduled for end of year. GM search committee is still being formed. Interim GM appointment process is underway. Durlin - what is that process? ED - Interim GMs at 2 other stations. Interim directors may be in place for up to a year. Kiteka - is there a plan, why so long? ED - internal issues, solicitation process takes time, a lengthy process, needs improvement. Kiteka - No documented plan? A: no Kietka - when will plan be developed? A: also involves LSBs and other things, so cannot say at this time. Very difficult for national office to act beyond supporting process. Kiteka - need to develop plan. Shields - the ratings are up, but are there indication that WBAI membership is up? ED - WBAI membership is at about 20k. Shields - not higher than last year Adelson - what is the 40% increase in WBAI listenership comparing to? A: the last period . What is the job process for the GM? - is there a uniform job description for hiring GM ? Maldonado - isn't the increase in WBAI ratings due soley to Null and DN and other shows are lower? ED - doesn't have specific info. Looking at the long term trends over a number of years WBAI is up. Giving weekly aggregates - overall numbers - these are more meaningful. Overall network is gaining audience. Manning - is it true that the hour to hour rating breakdowns show that DN and Null are responsible for the increased rating and that many of the other programs are declining? What is the actual process for choosing the interim WBAI GM? ED - the ratings have an over all increase. Manning - does the ED know the hour-to-hour breakdown? A: no. ED - the interim GM will is being noticed through internal/external announcements, "usual process." Manning - will LSB be involved? ED - would welcome this. Manning - the LSB wants to be involved. Laforest - asks about mediation. ED- recent meeting with the WBAI GM, LSB chair. Schroell - why hasn't ad for WBAI GM been placed on pacifiac.org when vacancy was announced this summer? ED - the process has been stalled . Schorell - by the LSB? ED - not saying that. Will put up notice on Pacifia.org tomorrow. Sanders - we have a limited number of quality programming. Need to develop more DN?s.

Point of order by Manning - regarding the need to move agenda

Randhawa leaves meeting.

6. Update on FSRN, RFPI Negotiations - Dan Coughlin, FSRN/RFPI committee
members
ED - haven't met with for negotiations since The Oct 1-3 D.C PNB meeting. Plan to meet on Weds. Has spoken with Radio for Peace International (RFPI) people. Working on Free Speech Radio News (FSRN) document in order to move forward. Adelson - important to keep abreast of these developments in writing as agreed.
CFO - needs to leave meeting - comments on shared accountability as in the bylaws as being a reoccurring issue. Suggests getting legal advice on these upcoming FSRN/RFPI agreements. Kiteka - the national office should be responsible for this. Shields - does the foundation have a lawyer ? - this will be discussed in next week's exec session.

7. Board manuals for incoming board - Carol Spooner

MOTION by Shields (from Spooner)
"Resolved that:
The PNB Governance Committee compile a list of documents needed for a
Board Manual for the new board and work with the national office to insure
that all national board members receive a Board Manual to the January 2005
PNB meeting."

Discussion. Manning - not sure that the governance committee can pull it off. Asks ED to comment. ED- it's up to the governance committee to do this work. Manning - but the committee doesn't know what documents extist. Laforest - can national office do it? ED - governance committee needs to organize, national office will help print The PNB was supplied with printed copies of past related Pacifica documents at the last PNB meeing. Kiteka - is there a list of responsibilities for the ED, CFO etc? Lane - there is, but not sure that it's up to date. Kiteka - job description needed for evaluation of executives.

MOTION by Laforest to postpone Shields motion until next PNB meeting
Adelson - a
Allen - n
Cooper - n
Durlin -
Kiteka - y
Kolhatkar - n
Laforest - y
Lane - y
Maldonado -
Manning - n
Olusagun - y
Randhawa -
Roberts -
Rodriguez -
Sanders - n
Schroell - n
Shakir -
Shields - n
Spooner -
Walker -
Warren -
FAILS 5 yes, 7no

Vote on Shields motion
Adelson - y
Allen - y
Cooper - y
Durlin -
Kiteka -
Kolhatkar - y
Laforest - y
Lane - y
Maldonado -
Manning - y
Olusagun - y
Randhawa -
Roberts -
Rodriguez -
Sanders - y
Schroell - y
Shakir -
Shields - y
Spooner -
Walker -
Warren -
PASSES 11 yes

8.Collective Bargaining Agreements

MOTION by Shields (from Spooner)
"Resolved that:
Neither Pacifica nor any Pacifica radio station shall enter into any
contract or collective bargaining agreement that does any of the following:
(1) attempts to interfere with or restrict the right or ability of the
Local Station Boards to screen and select a pool of candidates from which
the station General Manager and Program Director shall be hired (Bylaws
Article 7, Sections 3.B and 3.E), or
(2) attempts to interfere with or restrict the right or ability of the
Local Station Board to conduct written evaluations of the Station General
Manager and Program Director (Bylaws Article 7, Sections 3.C and 3.F), or
(3) attempts to interfere with or restrict the rights of the Foundation
members -- including union and collective bargaining unit members -- under
Bylaws Article 12, Section 12, including the rights of members to the
membership address list for purposes reasonably related to their interests
as members or to require the Foundation to provide an alternative means of
communication with the membership, or
(4) attempts to restrict the ability or right of the Board of Directors or
Local Station Board to carry out their duties and responsibilities under
the bylaws as the Board of Directors deems fit and proper."

Chair recommends postponing item until November 22

MOTION by Manning to postpone item 8 until the November 22
Adelson -n
Allen - a
Cooper - y
Durlin -
Kiteka -
Kolhatkar - n
Laforest - y
Lane - y
Maldonado -
Manning - n
Olusagun - y
Randhawa -
Roberts -
Rodriguez -
Sanders - n
Schroell - n
Shakir -
Shields - n
Spooner -
Walker -
Warren -
FAILS 4 yes, 5 no

Discussion. Kolhatkar - the motion sites the bylaws, not a problem. Bargaining units wouldn't want contracts to violate bylaws. Sanders - a no-brainer. Manning - cut and dried. Would prevent unnecessary conflict like currently at WBAI with misunderstandings between board and bargaining units. Laforest - parts of the motion are pre-emptive, political in nature, extremely broad and intimidating - would like to like to divide.

MOTION to divide the Shields motion by Laforest
Adelson - a
Allen - n
Cooper - n
Durlin -
Kiteka - y
Kolhatkar - n
Laforest - y
Lane -y
Maldonado -
Manning - y
Olusagun - y
Randhawa -
Roberts -
Rodriguez -
Sanders - a
Schroell - n
Shakir -
Shields - n
Spooner -
Walker -
Warren -
FAILS 5, 5

Someone comments regarding abstentions.
Point of personal priviledge by Adelson - abstains when feels that something is best left up to others.

Lane - part 3 refers imaccurately refers to bylaws section.

MOTION to amend by Kolkatkar to omit words "section 12" from part 3 of the Shields motion.

PASSES Without objection

MOTION by Shields as amended
"Resolved that:
Neither Pacifica nor any Pacifica radio station shall enter into any contract or collective bargaining agreement that does any of the following:
(1) attempts to interfere with or restrict the right or ability of the Local Station Boards to screen and select a pool of candidates from which the station General Manager and Program Director shall be hired (Bylaws Article 7, Sections 3.B and 3.E), or
(2) attempts to interfere with or restrict the right or ability of the Local Station Board to conduct written evaluations of the Station General Manager and Program Director (Bylaws Article 7, Sections 3.C and 3.F), or
(3) attempts to interfere with or restrict the rights of the Foundation members -- including union and collective bargaining unit members -- under Bylaws Article 12, including the rights of members to the membership address list for purposes reasonably related to their interests as members or to require the Foundation to provide an alternative means of communication with the membership, or
(4) attempts to restrict the ability or right of the Board of Directors or Local Station Board to carry out their duties and responsibilities under the bylaws as the Board of Directors deems fit and proper."

Vote on Shields motion as amended:
Adelson - a
Allen - y
Cooper - y
Durlin -
Kiteka - n
Kolhatkar - y
Laforest - n
Lane - n
Maldonado -
Manning - y
Olusagun - n
Randhawa -
Roberts -
Rodriguez -
Sanders - y
Schroell - y
Shakir -
Shields - y
Spooner -
Walker -
Warren -
PASSES 7 yes, 4 no

9. KPFK GM Evaluation Comittee Request - Sonali Kolhatkar

Kolhatkar - request for info made, results have been ongoing. Told that PNB approval is required for

a part of the request.

MOTION by Kolhatkar:
Whereas the LSB is charged with evaluating their GM and PD,

Whereas the PNB understands the sensitivity of information contained within past evaluations of a GM and PD,

Be it resolved that:

The PNB authorizes the Executive Director to comply with all information requests filed as per the Pacifica Communications Policy, by LSB management evaluation committees, including past evaluations, with the condition that only elected members of the LSB view sensitive information, after having signed confidentiality agreements.

Discussion. Allen - would like to hear comment from other GMs on this. Kolhatkar - the intent is to look at past evaluations in order to measure progress. Laforest - asks ED if potential legal problems ? ED - should get legal advice and proceed with caution.

MOTION to amend by Adelson to add the following language to the beginning of Kolhatkar moton: The PNB instructs the ED to consult with an attorney to develop language that protects the foundation to the maximum extent possible while being consistent with the intent of the following motion, and to present this in writing to the PNB by the Nov 8, 2004 PNB meeting.

PASSES without objection.

Motion to amend the amendment by shields in writing.

Without objection.

MOTION by Kolhatkar as amended:

The PNB instructs the ED to consult with an attorney to develop language that protects the foundation to the maximum extent possible while being consistent with the intent of the following motion, and to present this in writing to the PNB by the Nov 8, 2004 PNB meeting.

Whereas the LSB is charged with evaluating their GM and PD,

Whereas the PNB understands the sensitivity of information contained within past evaluations of a GM and PD,

Be it resolved that:

The PNB authorizes the Executive Director to comply with all information requests filed as per the Pacifica Communications Policy, by LSB management evaluation committees, including past evaluations, with the condition that only elected members of the LSB view sensitive information, after having signed confidentiality agreements.

PASSES with objection.

10. Discussion on Race and Nationality policy (60 minutes)
Durlin - gives orientation. Refers to Race and nationality doc June 21 - 23, 2002 of that makes 8 recommendations. That the interim Pacifica National Board ( iPNB) adopted. Chair goes over item number one - racism training. Cooper - this has been in discussion on the KPFT Committee of Inclusion (C.O.I.) Strongly feels that people of color should conduct this training to guarantee proper addressing of this issues and sensitivity. Kolhatkar - main theme at grassroots radio conference was racism. Racism workshops led by white for whites were good at Boston Social forum. Laforest - has been good similar event in NYC. Also agrees with Cooper. Shields - who organized workshops at KPFT? Cooper - took place during at iLAB. White moderator was less that adequate. Shields - supports female of color. Clarification discussion of KPFT past programs. Schroell - budget implications? Chair Durlin - has any racism training happened around the network? ED - not that he knows of. Laforest - there is someone in NYC that has been looking to costs etc. Adelson - would like to refer to the C.O.I for development. Discussion regarding logistics of possible committees of inclusion involvement... Durlin - would really like input form the C.O.I.s. Adelson - suggest that Cooper and Olusagun present a proposed plan at the next PNB meeting.

MOTION by Cooper to have the Committees of Inclusion (C.O.I.) develop the plan to implement racism training and workshops to take place at the stations.

Discussion.

Point of order by Olusagun that the motion passed in D.C. regarding the race and nationality work already involves the C.O.I.

Discussion

Cooper motion withdrawn without objection.

Further discussion

Adleson - supports making the upcoming day of diversity less about white supremacy and more about full inclusion. ______- agrees. Cooper - would like Adelson to send materials. Shields - supports not just focusing on the problem, but what we should be striving for. Allen - can't only address racism, should eventually deal with sexism and other forms of oppression. Shields - was struck with the issues of disabilities at the WBAI town hall meeting. Supports future PNB meeting day on disability , on women. Kiteka - appreciates Adelson ideas.

Cooper takes over as chair

Sanders - agrees with Allen that we need to address all forms of oppression, but there is a hierarchy of oppression - racism is the main question in the U.S, how power is determined , maybe we do need some training in order to realize this. Cooper - the COIs have a certain focus. Chair - Have we had enough discussion on this for today? Can we move to next agenda item for today? Discussion continues.

MOTION by Manning to continue this agenda item of the Discussion on Race and Nationality Policy by adding it to the agenda, earlier in the order, for the upcoming Nov 22, 2004 PNB Special meeting.

PASSES without objection

A little more discussion...

Directors dropping off the call.

11. Update on planning for January meeting in LA, Day of Diversity,
Committees of Inclusion, Retreat (10 minutes)
Discussion of the board training packet.

Laforest informs that brother has been arrested in Haiti. May have to leave country. Directors make codolences. Durlin - is there a point person for the L.A. planning? Cooper - may by Rodriguez. Spooner - there needs be planning for the agenda, the board training, and the Monday day of diversity. Who is covering these? Durlin - C.O.I working on Monday, training is the issue - how does the board fell about continuing to use board facilitator/trainer Faheem Hammeed? She would be willing to be point person.

MOTION by Spooner to appoint Durlin as point person for researching a facilitator for the board training for the January 2005 PNB meeting.
PASSES without objection

Allen - what does the budget item for training cover? LSB training? ED - it could be. Discussion.

MOTION to Adjourn by Shields

PASSES without objection

Adjourn 11:35pm Eastern time.