Meeting of the KBOO Board of Directors, 2009/08/24

MEETING OF THE KBOO BOARD OF DIRECTORS
Monday August 24, 2009


Board Members Present:
Judy Fiestal—President
Becky Chiao-note taker
Joe Azevedo
Louis Sowa
Erin Brand
Mark Allyn
Marty Soehrman
Nia Lewis
Ivonne Rivero   (late)

Absent
Genevieve Mathews
jamilah bourdon

Staff and Public Attendees:
Arthur Davis
Debbie Rabidue
Paula Small
Keller Henry
Andrew Geller
Bryan Stevens
Bruce Silverman
Tom Hood
Lyn Moelich
Bill Dodge
Ani Haines
Chris Merrick
Chris Andreae
Carla Remey
Conch
Skye

Nia Lewis brought food.

Meeting Called to Order at 6:04 --we started with introductions and check-in

We did a check-in with people saying what they liked best about summer—swimming in lakes, biking, hiking, boating, reading and dancing outside without a lot of clothes on.

The staff and volunteers introduced themselves.

Public Comments—none

Review of Commitments—

Becky will contact Mark Ecklund about the ballots and work with Andrew on the ballots—done but the ballot fails to say that the annual meeting starts at 1 pm.

Joe will make carts about the elections when asked.  Ivonne will help with carts in Spanish—Joe did a couple will do more if asked—done with future follow-up

Since Scott F. was signed up for food next month, Becky will recruit someone to bring food or bring it herself.—Nia brought food

Mark will draft a policy on Board Committee Liaison roles for consideration.—needs to be done

Committee Roles survey-Genevieve should submit results of the finance committee surveys on committee functions.  Erin said that they will be useful when we do strategic planning, but she isn’t sure what she will do with them as collected. – partially done

Judy will contact Scott Pratt about the annual meeting.—partially done

The Nominating Committee will move forward with the rest of the details about the election.—ongoing we have a full slate of candidates

Appointment of Board Member to fill vacancy—Paula Small has been nominated to fill Eric Robinson’s position on the board which is open until the next election.

There was unanimous consent for Paula’s appointment.

Election of Board Treasurer—Genevieve M. has been the Treasurer but she would like to not be the treasurer any more.  Paula Small was nominated for the position of Treasurer, she accepted the nomination and her appointment was unanimously consented to by the Board.

Election of Board Secretary—The current Secretary jamilah has indicated that she doesn’t want to continue as Secretary.  Nia Lewis was nominated as Secretary and she accepted.  Her appointment was unanimously consented to by the Board.

KBOO Staffing—Judy read a statement regarding the dismissal of Toni Tabora-Roberts, the former Outreach Coordinator.  Then Arthur read a statement.  Bruce Silverman read a statement from the staff—(all but Kathleen who is on Sabbatical and Debbie).  Ani read a statement from Toni.

Public Comment—Conch member of Programming Committee not on behalf of the committee spoke about pressure to move forward with program changes and questioned the idea that declining listenership has anything to do with Outreach.  He said that it has more to do with old equipment.  He was concerned about particular outreach projects that are left hanging and wondered if it made sense to pay Toni severance rather than let her keep working.  Judy said she wasn’t saying that the outreach dept. was responsible for declining listenership.

Keller Henry agreed that it seems like programming is more related to decreased listenership more than outreach.  She asked for details about Toni’s job plan.  Arthur said he couldn’t respond to that in the public meeting.  He said that when the Outreach Coordinator position was created six or seven years ago the purpose was to increase listenership.  He agreed that programming was the prime factor and that listenership is often driven by word of mouth.

Grace Hague said she understands the economic issues but she questioned why Arthur took this action in the sneaky way.  She wondered why such a good employee was fired.

Paula Small—as a member of the finance committee and as a listener member not as a new board member.  She took notes from what people were talking—people were not clear about expectations and roles.  She noted that the retreat didn’t have all board members and was not an official meeting.  She said that communication means language.

Ani Haines said that she appreciates the time.  She said that she has been happy with the increased Board Staff positivity that had been around.  But cooperation can be breached by trust—in this situation process was skipped.  She hasn’t mistrusted management in years.  The budget justification feels disingenuous because the net savings will only be about $6500 if the development position is made full-time.  Staff made suggestions about how to cut the budget.  Everyone is overworked, and now they have one less person.

Bruce Silverman speaking for himself—when did the whole board take a vote on eliminating a position?  What personnel matters were discussed in executive session—because things about departmental review should be open?  Bruce said that the staff position was carefully thought out, they tried not to assign motives.  He said this was the first time he had a problem with Arthur and that he’s heard that Arthur gave various versions of things to different people.  He is committed to process.  He says the staff has worked on management budget issues and he would like respect for his

Joe asked if the board voted on this action at the meeting (which he was at).  Judy and Arthur said that no one objected to the idea of funding the Development position full-time which would take eliminating the Outreach position.

Andrew asked if the Outreach Position still exists.  Judy says yes.  The board didn’t take any action at the retreat.

Becky said that although it is self-serving that she agrees with the staff, she was surprised by Arthur’s actions and would have done more to advise him to bring the issue to the Personnel committee and wait for Jim Ayala’s work to be done if she had know he was on the verge of acting.

Lyn said that she wonders what consequences there will be for Arthur, that I’m sorry isn’t enough.  She echoed Grace’s sentiment about why the choice was made for this particular employee to be terminated.

Carla said that she works as an outreach worker and has to justify her position which brings in no money, she worries about how losing the Outreach Coordinator will effect the station.

Ani believes that everyone does have good intentions, but she believes that following process is the best way to protect against bad intentions.  She hears a lot of rumors so without trust in the process it is hard to know what rumors to believe or not.

Bruce said that while we can move forward, we can also move back and rescind the decision.  He called on the Board to vote to rescind Arthur’s decision (there was not a prior board vote on Toni’s position.)

Paula said that from the perspective of the finance committee, they weren’t expecting a layoff so soon.  She recommends that we don’t discuss the position in an open meeting. 

Judy said that the idea of talking about this in closed session contradicts the public desire for more openness.

Ivonne said she was saddened by the conflict between openness and protecting certain confidentialities.  She feels a bit in mourning over lost trust.  She would like to go on in some way that allows us to address people’s feelings.

Marty asked Arthur how much this was about budget and how much it was a personnel matter.  Arthur said that he can’t discuss the personnel matters in the open meeting.  But the budget issues were more than the savings, but were also about increasing revenue.  Arthur said that we need to clarify how these decisions are made.  He apologized again and said that he implemented the decision in the wrong way, because obviously he didn’t lay the proper foundation for the change.

Chris Andreae said that she has noticed that often people’s personal relationships cloud people’s decisions.  She cited lack of transparency and wondered about objective measures for how the Outreach position performed.

Becky said that there still seemed to be some confusion about what happened at the retreat. 

Ani talked about the last time there was a station crisis where the slogan “no decisions about us without us” emerged.  She said that it (the sense of collaboration) feels like a lie because staff was asked to participate in the staffing analysis.  Did Arthur make the decision with Board backing or not?  She would like the board to know the impact of this on staff morale.

Keller said when a corporation does something like this we report it in the newsroom.

Bruce asked Arthur whether he talked to Sun about staffing changes and asked him not to talk to anyone.  Arthur said that he talked to many employees confidentially.

Grace said that she holds Arthur responsible.

Judy acknowledged people’s feelings and said that she thinks we have to enter closed session to continue the discussion.

We took a break to eat.

Entered closed session at 7:55 to discuss KBOO staffing change.

The meeting was reopened the public meeting at 9:49 pm

Board Resolution proposed by Becky—We the KBOO Board of Directors have confidence in the Station Manager Arthur Davis and appreciate all the work he does for KBOO in trying times.  However, in support of the staff and the concerns that they have raised, we have counseled him that KBOO values and expectations were not met in his handling of the recent personnel action.  The Board recognizes its role in promoting communication and openness and is committed to providing better leadership and support to Arthur and the staff in the future, in part by examining and improving the organization’s decision-making processes.

There was unanimous consensus for this resolution.

Erin moves that we suspend the policy that states that the Station Manager conducts exit interviews and that Becky, Erin and possibly Ivonne or Judy invite Toni to meet with us for an exit interview using the template that is used for other staff members.

There was unanimous consensus for this motion.

Ivonne moves to approve the payment of one month’s severance pay to Toni.

There was unanimous consensus for this motion

Becky moves that we postpone the decision to eliminate the outreach position for further discussion at the Development Committee about the role of outreach in the organization.
   
There was unanimous consensus for this motion.

Becky moves that we approve the proposal to make the Interim Development and PR Director position full-time and authorize Arthur Davis to make an appointment to that interim position and refer the temporary job description and work-plan to the Personnel Committee for review.

There was unanimous consensus for this motion.

Meeting Date Change—The next regularly scheduled Board meeting is on Yom Kippur 9/28.  Judy suggested that we move the board meeting to the third Monday, September 21.  This was agreed upon.  Becky emailed Kathy Fors to try to get it changed in the guide.  Joe said he would make a cart advertising the change.

Budget Review and Consideration—Debbie stayed late even though it was her husband’s birthday.  She handed out a packet.  Given the lack of consensus for a board meeting about the budget prior to the next regular meeting, it is suggested that board members who want to discuss the budget further go to the finance committee meeting or write questions via email after reviewing the packet.

Three policies to consider:

Policy 26—Retirement

Paula found a typo in paragraph (c) which says January 2011 instead of 2010 and suggested changing “additional amounts” to “contributions” in paragraph (d).

Arthur wasn’t sure if the date in paragraph (c) should be 2011 or 2010 so Paula is going to take this back to the finance coordinator.

Policy 64—Gift Membership

In order to protect against the possibility of someone buying multiple gift memberships in order to swing an election, this new policy is proposed.

There was unanimous consensus for this policy change.

Policy 19—Underwriting Policy

Arthur explained the reasoning behind the changes in this policy.

Paula found a typo at section VII, KBOO shall now should be KBOO shall not.
On the last page, section VII where it says Business Manager should be Finance Coordinator.  She also pointed out that the ad rates in paragraph III are set by staff, the Underwriting Coordinator wage and commission is set by the Board.  Arthur said that is what is intended.

There was consensus but Paula’s agreement wasn’t strong.

All the effective dates should be changed to today’s date.

Election Update— The membership meeting is scheduled Saturday September 26 from 1-4 pm at Liberty Hall.  The on air forums are scheduled for Monday, September 7 and Tuesday, September 8, both from 7:00 - 8:00 pm.  Erin has to fill out the contract with Liberty Hall and will ask Ani for volunteer help.  The nominating committee will coordinate via email regarding details such as getting the food and making carts.   Someone needs to coordinate with Jenka regarding the forums and see if Rabia is going to record statements.  Erin said we need to send out an email to all of the candidates.  Erin and Becky and Joe will try to finish that by Friday.

No ballots dropped off at the station will be counted.  All ballots must be mailed to Mark Ekland or taken in person to election.  Stray ballots at the station will be kept by the Station Manager.

Mural and Easement for Building Façade—we are applying for a grant for a mural in front and have an artist who has created a plan that looks great but isn’t finalized.  The City regulations changed in July, we applied at the last minute.   If we get approval, maybe there will be a painting party in  October.  To get approval, we have to provide the City with a 5-year easement for the space which requires board approval.

Judy moves that the board approves an easement to the front of the building if the mural is approved by RACC. 

The motion was unanimously approved by consent.

File Server and Network File Storage—our file servers have problems (not working at all?) were patched together.  We are looking at options for putting something in place that works better, but they are more expensive.  Without adequate file storage, work such as producing news stories is difficult.  There are lots of different solutions that Arthur is looking into.  He’ll be gone until October and will be leaving before John comes back.  Chris will be filling in.  Does the Board approve going ahead with a purchase if there is an option that appears to be the best?  Arthur said it is important to make sure that the staff understands what the options are and how they work.  Are there volunteers who understand this stuff?

Judy moves to authorize Chris as interim station manager while Arthur is gone to spend up to $10000 for network file storage.

Nia didn’t feel comfortable approving that amount of money without knowing what the options are.  Ivonne felt that it is important to empower Chris to do this but she’d rather have the executive committee meet and approve it.   There were concerns about whether the executive committee will be available.  However the motion was tabled with leave to bring the issue up at with the Executive Committee.

July Minutes—not approved.  Tabled until next month.

Commitments

Becky, Erin and possibly Ivonne or Judy invite Toni to meet with us for an exit interview using the template that is used for other staff members

Paula is going to take Policy 26 back to the finance coordinator for clarification.

Joe said he would make a cart advertising the change in the Board Meeting date.
Judy will send Joe copy

The Nominating Committee: Becky, Erin and Joe will work on an email to candidates with all details and with staff re forums and on-air statements, carts and food.

Becky will send email re ballots and contact Marc about having an online forum.

Erin will attend the staff meeting tomorrow with board resolutions and motions.

Everyone will review the July (and August) minutes.

Public Meeting adjourned at 11:17 pm.

We entered into a closed session at 11:18. 
The topic discussed was a lawsuit update

Meeting adjourned at 11:54.

Next Meeting September 21, 2009 at 6pm.




 

 

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