Meeting of the KBOO Board of Directors 2012/07/23

 KBOO BOARD OF DIRECTORS MEETING MINUTES

JULY 23, 2012

 

Board members in attendence: Paula, SW Conser, Kate, Alicia, Ben, Hadrian, Judy, Michael, Lyn

Board members absent: Marc, Keller

Staff members in attendence: Lynn, Ani, Zale, VJ

Public members: Rabia Yeaman, Kurt Lauer, Jeff Kipilman, Damon Isiah Turner, Matthew Bristow, David Haseltine

 

1. Agenda approval:

 

Request to change the order of agenda items

Agenda approved by consensus with the change to the order

 

2. June minutes approval:

 

Judy asks that the minutes are reflected to suggest Paula brought up volunteer coordinator and outreach position rather than Judy

Minutes with Judy’s addendum approved by consensus

 

3. Staff Management

     Staff Management Workgroup

 

Recommendation of the Station Management Work Group (Submitted Friday July 20, 2012 via email to the Board)

 

The Station Management Work Group was convened to develop and recommend a staff management proposal. After lengthy discussion, we determined that there was an immediate need to establish a temporary leadership role to provide organizational oversight and coordination, while we evaluate the best possible structure for KBOO’s long-term health.

 

During the Work Group’s discussions, it became clear that Lynn Fitch had the experience, skills, and willingness to assume this critical leadership role. We note that in  many small non-profit organizations, the Executive Director and Development Director are often one in the same.

 

To this end, we have developed a position called the “Ringleader” to fulfill KBOO’s pressing needs within our current resources. We ask the Board to approve Lynn Fitch, as KBOO’s Ringleader. The Ringleader position will last for a maximum of 18 months, during which time the Ringleader, in conjunction with staff, the Board of Directors, volunteers, and outside consultants, shall develop a long-term management plan for KBOO Community Radio.

 

The Ringleader shall empower, inspire and lead the staff, programmers, volunteers, and the entire community.

The Ringleader shall ensure that KBOO operates in conformity with all applicable laws in a smooth and efficient manner.

The Ringleader shall ensure fiscal responsibility and promote financial sustainability of KBOO Community Radio and the KBOO Foundation.

The Ringleader shall direct the coordination and implementation of the Strategic Plan.

The Ringleader will replace any reference to station manager, station management, collective management, or any other referenced management in all policies. The Ringleader answers directly to the Board of Directors and shall serve as the lone liaison between the board and staff.

 

The position shall be funded for 40 hours / week, and include both the responsibilities of the Development Director, and the Ringleader. Lynn Fitch shall be paid at the top of the KBOO pay scale for 40 hours per week while filling the role of Ringleader.

 

Lynn Fitch will assume the role of Ringleader on August 1, 2012 and will relinquish the role on or before February 1, 2014. At that time, pending agreement of all parties, Lynn Fitch will resume her role as the Development Director.

 

Lynn Fitch will supply three references for her managerial experience, which will be checked prior to August 1st, 2012.

 

Lynn listed 11 goals she immediately has for this position.

 

Discussion regarding the use of “ringleader” as job title.

 

Question raised about vetting Lynn for the position and whether references need to be checked

 

Concerns raised about how this change will impact development.

Belief expressed that it is easier to find an interim General Manager rather than a Development Director

 

Friendly Amendment: There is a 3-month check-ins with the board.

 

Desire that the motion should be more specific on deliverables was voiced

 

It was noted that the board has oversight of the new position, not any committee

 

Friendly Amendment: The position/performance shall be reviewed every 3 months by the board in a manner it sees fit.

Seconded

In Favor: 7

Opposed: 0

Abstention: 1

Amendment passes

 

Friendly Amendment:

To change “ring leader” to “interim station manager”

Seconded

In Favor: 7

Opposed: 0

Abstain: 1

Amendment passes

 

A vote on the main motion is called

In Favor: 7

Opposed: 1

Abstain: 0

Motion passed as amended

 

Paula will coordinate references with Andrew and Debbie

 

 

Motion as passed:

The Station Management Work Group was convened to develop and recommend a staff management proposal. After lengthy discussion, we determined that there was an immediate need to establish a temporary leadership role to provide organizational oversight and coordination, while we evaluate the best possible structure for KBOO’s long-term health.

 

During the Work Group’s discussions, it became clear that Lynn Fitch had the experience, skills, and willingness to assume this critical leadership role. We note that in many small non-profit organizations, the Executive Director and Development Director are often one in the same.

 

To this end, we have developed a position called the “Interim Station Manager” to fulfill KBOO’s pressing needs within our current resources. We ask the Board to approve Lynn Fitch, as KBOO’s Interim Station Manager. The Interim Station Manager position will last for a maximum of 18 months, during which time the Interim Station Manager, in conjunction with staff, the Board of Directors, volunteers, and outside consultants, shall develop a long-term management plan for KBOO Community Radio.

 

The Interim Station Manager shall empower, inspire and lead the staff, programmers, volunteers, and the entire community.

The Interim Station Manager shall ensure that KBOO operates in conformity with all applicable laws in a smooth and efficient manner.

The Interim Station Manager shall ensure fiscal responsibility and promote financial sustainability of KBOO Community Radio and the KBOO Foundation.

The Interim Station Manager shall direct the coordination and implementation of the Strategic Plan.

The Interim Station Manager will replace any reference to station manager, station management, collective management, or any other referenced management in all policies. The Interim Station Manager answers directly to the Board of Directors and shall serve as the lone liaison between the board and staff.

 

The position shall be funded for 40 hours / week, and include both the responsibilities of the Development Director and the Interim Station Manager. Lynn Fitch shall be paid at the top of the KBOO pay scale for 40 hours per week while filling the role of Interim Station Manager.

 

Lynn Fitch will assume the role of Interim Station Manager on August 1, 2012 and will relinquish the role on or before February 1, 2014. At that time, pending agreement of all parties, Lynn Fitch will resume her role as the Development Director.

 

Lynn Fitch will supply three references for her managerial experience, which will be checked prior to August 1st, 2012. Paula Small will coordinate this effort and report any issues before August 1 to the board.

 

The position/performance shall be reviewed every 3 months by the board in a manner it sees fit.

 

4. Web Coordinator Report

Paula/VJ

 

Concerns expressed regarding the web contractor.

Question regarding the reasoning behind continuing the contract

Contract with Roger 20 hours a month, 14 is maintenance, so only 6 for development, which is not much time.  Drupal is good for complex database transactions, which is what our website requires.

Question regarding alternatives.  No alternatives have been investigated.

A new website may cost $25,000

 

5. Board Led Fundraising Check-in

Paula

 

Next year’s budget indicates $12,000 for board led fundraising.

The directors should be the leaders of board led fund-raising

Desire expressed that the board increase its fundraising.

 

Action Item- Judy requests that the board checks in on this at the August meeting.

 

6. Weekly Staff Meeting Minutes

Hadrian

 

Motion: To withdraw the request from the board for weekly staff minutes from the staff as of August 1, 2012

 

Seconded

Approved by consensus

 

Background: Since the collective management has been disbanded, staff meeting minutes are no longer required by the board.

 

 

 

 

7. Committee Reports

 

Finance Committee

Board/finance retreat update. Almost positive the finance committee will present a balanced budget, not a deficit budget. CPA firm gave a presentation to the finance committee, which will be presented to the board.

Asks for the board to have a budget retreat, disappointed in the turnout to the previous retreat.

 

Programming Committee

Committee is getting surveys to listeners, have questions developed for another 2.

Jenka returns in August

Rewriting rights and responsibilities for programmers

 

Personnel/Governance Committee

Went over strategic plan committee assignments, ETA’s and where the progress is.

Policy 21 is still being worked on.

Engineering job description still being reviewed by staff

 

Nominations Committee

Knee deep in elections. Should get out promo’s for forum soon. Preparing for KBOO in the park event on Aug. 18, 2012.  Annual meeting preparations, speaker and venue set up.

 

Development Committee

Going over money to be raised, and Blues Festival recap.

 

Engineering

No report

 

8. New Business

 

Issue regarding the FCC rule that no more than 2 non-citizens can sit on the KBOO board.

Michael says that only the members can remove a board member, and must do so at a special meeting.

 

Motion: KBOO foundation will seek immediate advice (with citations as appropriate) through the NFCB regarding the Federal Communication Commission’s likely interpretation to granting a license.

 

Motion Seconded

In Favor: 2

Opposed: 5

Motion fails

 

2nd Motion: Foundation to call a special meeting of membership to consider the issue, special meeting should be called immediately after the annual meeting.

 

Question: Are you willing for the foundation to do its due diligence? Answer: no.

 

Michael: Says the judge ordered that he be sat.

Concern that we shouldn’t repeat the mistakes of the past

 

In Favor: 1

Opposed: 6

Abstain: 1

Motion fails

 

Request to get an affirmation from the board of the policy put forward in an email by Marc.

 

Motion: Affirm the wording set forth re: the email by Marc Brown regarding multiple non US citizen elections

 

Seconded

In Favor: 4

Opposed: 2

Abstain: 2

Motion Fails

 

 

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