2012-02-27 Board Meeting Agenda


Monday, February 27, 2012, 6:00-8:30 p.m.
Facilitator: brush
Minuter: Marc
1. Ground Rules & Focus: brush 10 minutes
• Turn off cell phones
• Check-in
2. Agenda approval. 5 minutes
3. Public Comment I 10 minutes
3. January Minutes Approval 5 minutes
4. Board/Committee communications procedure and re-affirmation of board member committee liaison role 5 minutes
Personnel/Governance Committee
PURPOSE: To re-affrm Board/Committee communications procedure and offer guidelines for facilitating smoother electronic communication channels.
DECISION TO BE MADE/PROPOSED MOTIONS: As a Governance issue, the Personnel/Governance Committee respectfully asks the Board to reaffirm the role of the Board Committee Liaison as indicated by Policy 66, which provides, in part,
"1. Advising the Board as early as possible of suggested policies as they are drafted by the committee.
"2. Requesting appropriate Board meeting agenda time for discussion and consideration of proposed policies.
"3. Prompt and clear communication from the Board to the committee, especially if a proposed policy is declined by the Board, or if the Board has suggested revisions to a proposal."
The Personnel/Governance Committee also asks that we all be succinct and respectful of each other's humanity and time in our email communications, with the idea that we all are working cooperatively for the betterment of the Station. To be able to track information efficiently and accurately, please limit discussion on email threads to the subject line. If you wish to discuss a different topic, please change the subject line or start a new [email] thread.
BACKGROUND: Recent requests from various board and staff members to work out a process to facilitate a clear and respectful process in regards to communication between Board and Staff Members.
6. Admin/Finance Asst Positions Merge 10 minutes
Personnel/Governance Committee
PURPOSE: The Personnel/Governance Committee does not agree that these positions need to be a combined at this time, chiefly due to PD's (Merrick's) departure. Many of the PD tasks he did in the legal role have been handed to Admin Asst who is actively collecting and documenting this information. The P/G Committee's opinion is that it is ill-timing and detrimental to the organization to cut the Admin Asst hours during this transitional period.
The following is a list of items recently added to Admin Asst's (Zale) job duties that were originally the responsibility of the Program Director, Chris Merrick:
 Institutional knowledge surrounding many items, including those below:
 FCC flings (including annual EEO) [Erin has no experience with these, and Zale has basically done them all over the past couple of years].
 Zale knows the management paper files well and reports that she often seems to be the only person who can find these items.
 Maintenance of management computer files.
 Creation and maintenance of Board packet.
 SCA rental contracts [Finance Dir. Debbie also has info on this].
 Ongoing activities with Chehalis and Pendleton "new" frequencies [Debbie also has info on this].
We agree with the idea of shifting 5 hours from Finance Coordinator position to the Finance assistant position, but feel the Admin position should be retained as a separate 8 hour/week position.
NOTE: Admin Asst is also Chair of P/G Committee as a volunteer, but recused herself from any discussion regarding the agenda item except for submitting the list of items recently added to her position.
DECISION TO BE MADE/PROPOSED MOTIONS: Leave the two positions filled by current Admin & Finance Assistants with their current weekly hours. The proposed cut in 3 hours per week by Finance Committee from Admin Asst position would be funded by the the unused salary of the (not yet hired)
Development Director. When the Dev Dir position candidate is chosen and offer is made, P/G Committee moves that these positions be re-evaluated at that time.
BACKGROUND: Please refer to the attached documentation:
 Interim Staff Position-Internal Controls
 12amended
7. Board Blog 5 minutes
PURPOSE: To determine protocols for the Board Blog on the KBOO website. The Board Blog has not had a post since 2010.
 If the board is not using its blog, does the board want the board blog removed from the website?
 If the board does want the blog to be active, who is authorized to post on that blog? The board speaks as one and no member is authorized to speak for the board. However, if any board member is authorized to post on the blog, that board member may not be speaking for the board.
 As an alternative, each director can have a personal blog with an opportunity to express his or her personal views but not speak for the board as a whole.
DECISION TO BE MADE/PROPOSED MOTIONS: (1) That the board officially place the board blog on hiatus until protocols are in place, and (2) The board refer the development of board blog protocols to the Personnel/Governance Committee.
8. Affirmation regarding Article X of the Bylaws 10 minutes
Marc, Zale, Alicia
PURPOSE: To affirm Bylaw Article X
DECISION TO BE MADE/PROPOSED MOTIONS: (1) As a governance issue, the Personnel/Governance Committee respectfully asks the Board of Directors to affirm that the board has the authority to approve “minor editing changes that do not change the meaning or intent of the original bylaw. Such changes will be limited to grammatical and spelling errors” as per Bylaw Article X 27 January 2012 Memorandum; (2) Affirm that the correct version of Article X, as adopted by the members in 1990 is incorporated into the bylaws.
BACKGROUND: See attached Bylaw Article X 27 January 2012 Memorandum
9. Remove Chris Andreae as a board member. 5 minutes
PURPOSE: To acknowledge the vacancy of an additional board seat.
DECISION TO BE MADE/PROPOSED MOTIONS: The board moves to remove Chris Andreae as a seated board member due to her nonattendance at board meetings.
BACKGROUND: Chris has missed more than 3 meetings and the retreat. I spoke to Chris asking her if she wanted to continue on the board. She has mixed feelings regarding this but did acknowledge that her interests are taking her away from board activities. She felt okay if the board moved to remove her at this time.
10. Winter Fund drive report 10 minutes
PURPOSE: A brief update on the results of the fund drive.
11. How does the board plan to raise $6000 for KBOO. 30 minutes
PURPOSE: To review the commitment made by the board to raise $6000 for the 2012 budget.
BACKGROUND: The pledge drive ended up $14,000. The budget includes $6,000 of income from Board fundraising which is just not happening. We are well into our fiscal year without a viable plan for fundraising and likely at least a month away from getting a Development Director. How then are we to cover this shortfall? To decide that, we need a good look at the state of the budget, so the Board is fully informed, and to have the Board formally request that the Finance Committee study the issue this next month and present recommendations to the Board about what to do.
DECISION TO BE MADE/PROPOSED MOTIONS: (1) Develop a plan on how the board can meet its obligation or (2) Refer to the Finance Committee to recommend a plan for the board to meet its obligation.
12. Board Goals from the Strategic Plan. 20 minutes
PURPOSE: To review and plan for board responsibilities as indicated by the strategic plan.
DECISION TO BE MADE/PROPOSED MOTIONS: Discussion on how to implement the strategic plan goals involving the board.
BACKGROUND: The strategic plan for KBOO was approved by the board in June 2011. Many of the goals are being worked on but not on a consistent basis. The
discussion is desired in order to get the board to be focused on the specific goals that need to be addressed by our group.
See "Timeline for strategic plan goals related to Board of Directors”
13. Committee Reports 15 minutes
 Finance Committee
 Programming Committee
 Personnel/Governance Committee
 Nominations Committee
o Update of candidates to fill vacant seats
 Engineering
14. New Business 10 minutes
15. Public Comment II 10 minutes