PACIFICA FOUNDATION
Page 1
of 15
Pacifica National Board - Teleconference (Open Session)
Originating at Various Times (See Doc.) in Various Locations
August 23 - 28 and September 3, 2009
- Continued Meeting -
MINUTES
(Approved Sept. 13, 2009)
I. Call to Order/ Opening Business. PNB Chair Grace Aaron called meeting to
order at 8:07 pm (ET). O'Brien served as timekeeper.
a. Roll Call/ Quorum. Recording Secretary Richard Uzzell called the roll
and a quorum was established.
For Attendance. X Present; Ab Absent; Exc Excused Absence;
AL Arrived Late.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston, Tx.:
WBAI - N.Y., N.Y.:
X Sherry Gendelman X Grace Aaron X George Reiter
X Nia Bediako
X Bonnie Simmons X Shawn O'Brian X Sandra Rawline X
Carolyn Birden
X Andrea Turner X Leslie Radford X Wendy Schroell
AL Kathy Davis
X Joseph Wanzala Ab Ricco Ross X Susan Young
AL James Ross
WPFW - Wash. D.C.: AFFILIATES: Staff & Counsel:
AL Jim Brown X David Beaton X LaVarn Williams, Interim CFO
AL Acie Byrd X Efia Nwangaza X Les Radke, NES
X Luzette King
X Billy Ray Edwards
b. Agenda Approval. Chair asked if there were any additions or changes
proposed for the Agenda. Simmons moved to extend time allotted for iED
and iCFO Report to a total of 10 minutes for each; HNO, Approved.
Agenda [as amended] Approved.
c. Minutes Approval. Rawline moved the approval of the Minutes for
the August 7, 2009 Open PNB Teleconference. HNO, Approved.
II. Acknowledgements.
** KPFT members Colleen O'Brien and Ted Weisgal for helping to direct a
group
of which they are part, Health Care for All Texans, toward
KPFT; and for the
subsequent fund raising efforts for the station. **
by Reiter.
** KPFT' Development Director, Robin Lewis and volunteers for the "very
successful"
Service Auction. Also, In the face of recent "major program
changes.... Handled in
'Text Book Style" GM, PD, Staff and Volunteers for a very successful
fund drive. **
by Young.
** The positive changes that have recently happened at WPFW and the
subsequent
"feeling of rejuvenation." **
by King.
** WBAI GM, Staff, Donors at WBAI for the recent "Over Goal" Fund Drive,
"the
second" in the last two. ** by J.
Ross.
Proposed
Page 2 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
II. Acknowledgements. (Continued.)
** All PNB Directors for the work (at the last meeting) on the Recovery
Plan... "All
of us had a very civilized conversation... respectful." **
by Bediako.
** Former KPFK General Manager Sean Heikemper for his work at KPFK... "He
brought a great deal of stability... and vision." Acknowledgement and
Thanks. **
by Radford
Wanzala assumed Chair.
III. iED Report. IED Grace Aaron gave report. [Audio available
at kpftx.org] Discussion
followed.
Aaron re-assumed Chair.
IV. iCFO Report. ICFO LaVarn Williams gave report. [Audio available at
kpftx.org]
Discussion followed.
V. National Election Supervisor Report. NES Les Radke gave report.[Audio
available at kpftx.org] Discussion followed. Bediako moved to extend
for 5 minutes. HNO, Approved. Simmons moved to extend for 3 Minutes.
HNO, Approved.
VI. Committee and Working Groups Reports. [Audio available on
kpftx.org]
a. Coordinating. Committee Chair Wendy Schroell reported and moved that
the next In-Person meeting would be in Houston October 9-11, 2009.
HNO, Approved. Details will follow.
b. Finance. Committee Chair James Ross reported moved the following
motion:
Motion that the PNB approve the return of $320,000 of the encumbered CD
from KPFA to the KPFA operating account and retain $100,000 in a
restricted account to support a line of credit for emergency use by the
National Office." Discussion followed. HNO, Motion Approved.
c. Personnel. The 2nd round of interviews for CFO is being conducted.
The ED posting was extended from August 10-24. There are now 8 new
applications that are being considered.
d. Affiliates. No Report.
e. Archives. No Report.
f. Audit. No Report.
g. Programming Committee. Committee Chair Kathy Davis reported that the
committee is currently electing a Chair and Secretary.
Proposed
Page 3 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
VII. Next Meeting. Reiter moved that this meeting be continued as a Continued
Meeting, Friday, August 28, 2009 at 8:30 pm (ET). Simmons moved that the
Date be August 30th. There was a vote on both date and August 28 at 8:30
pm (ET) received the most votes (12-3-4 to 10-6-2) and was Approved as the
date for the Continued Meeting. [See Below for both counts]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston, Tx.:
WBAI - N.Y., N.Y.:
Sherry Gendelman PNV Grace Aaron Y George Reiter
Y Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
Ab Andrea Turner N Leslie Radford Ab Wendy Schroell
Ab Kathy Davis
Y Joseph Wanzala Ricco Ross Y Susan Young
Y James Ross
WPFW - Wash. D.C.: AFFILIATES: Reiter Motion.
N Jim Brown Y David Beaton Vote on 8-
28:
Ab Acie Byrd Y Efia Nwangaza 12-3-4
Y Luzette King
Y Billy Ray Edwards
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston, Tx.:
WBAI - N.Y., N.Y.:
Sherry Gendelman PNV Grace Aaron Y George Reiter
Y Nia Bediako
Y Bonnie Simmons N Shawn O'Brian Y Sandra Rawline
N Carolyn Birden
Y Andrea Turner Y Leslie Radford Y Wendy Schroell
Ab Kathy Davis
Y Joseph Wanzala Ricco Ross Y Susan Young
Y James Ross
WPFW - Wash. D.C.: AFFILIATES: Simmons Amendment.
N Jim Brown N David Beaton Vote on 8-
30:
Acie Byrd Efia Nwangaza 10-6-2
N Luzette King
N Billy Ray Edwards
Next PNB Teleconference, Continued Meeting, Sunday, August 28, 2009, at
8:00 pm (ET).
VIII. Adjourned. O'Brian moved to adjourn. Hearing no objection, Adjourned at
9:39 pm.
Friday, August 28, 2009: Continuation Meeting. 8:30 pm (ET)
I. Call to Order/ Opening Business. PNB Chair Grace Aaron called the
continued meeting to order at 8:42 pm (ET). O'Brien served as timekeeper.
Proposed
Page 4 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
a. Roll Call/ Quorum. Recording Secretary Richard Uzzell called the roll
and a quorum was established. [See Below, Next Page.]
For Attendance. X Present; Ab Absent; Exc Excused Absence;
AL Arrived Late.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston, Tx.:
WBAI - N.Y., N.Y.:
X Sherry Gendelman X Grace Aaron X George Reiter
X Nia Bediako
X Bonnie Simmons X Shawn O'Brian X Sandra Rawline X
Carolyn Birden
X Andrea Turner X Leslie Radford X Wendy Schroell
X Kathy Davis
X Joseph Wanzala AL Ricco Ross X Susan Young
X James Ross
WPFW - Wash. D.C.: AFFILIATES: Staff & Counsel:
Jim Brown X David Beaton
X Acie Byrd X Efia Nwangaza
X Luzette King
X Billy Ray Edwards
Reiter assumed the Chair.
VI. Committee and Working Groups Reports. (Continued.) [Audio
available on kpftx.org]
h. Governance. Committee Chair George Reiter reported and presented the
following Proposed Recall Procedure for the Possible Recall of Station
Delegates by Class that elected them. Reiter moved each of the eight
sections would be considered separately and then the final vote would
be on the complete procedure. HNO, Approved. Recall Procedure Section
1, showing amendments:
Procedures for Delegate Recall: By class from which the Delegate came.
1. The recall petition is to be sent to the secretary of the LSB,
c/o the radio station. The petition may be delivered in person, or
via US mail or commercial delivery service. Notice of the delivery
of the petition shall be sent to the secretary via e-mail. The
secretary will forward it within 2 days to legal counsel, previously
designated by the PNB, for a determination of whether or not the
petition is alleging behavior that is "adverse to the best interest
of the Foundation or the local radio station". The Secretary will
notify the Chair of the PNB and the Pacifica Executive Director of
the arrival of the petition at the same time. Counsel is to return
it to the Chair of the PNB within 5 working days. The PNB at a
special meeting if necessary, will decide, upon the advice of
counsel, whether the charges in the petition meets the standard in
the bylaws for actions "detrimental to the best interests of the
foundation". If the decision is affirmative, the Chair of the PNB
will notify the GM of the station within 2 days of the need to
certify the petition. If it is negative, the PNB chair will notify
the petitioners that their charges have not met the legal standard
necessary, and the recall will not occur.
Reiter moved the approval of Section 1. Radford moved to amend to
substitute the first two sentences [Shown in yellow]. Motion voted
Approved, 10-2-7. [See Next Page]
Proposed
Page 5 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman Ab Grace Aaron PNV George Reiter
Y Nia Bediako
Y Bonnie Simmons N Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
Y Andrea Turner Y Leslie Radford Y Wendy
Schroell Ab Kathy Davis
Ab Joseph Wanzala Ab Ricco Ross Y Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown N David Beaton
Radford Amendment.
Y Acie Byrd Ab Efia Nwangaza 10-2-7
Approved.
Ab Luzette King
Ab Billy Ray Edwards
Radford moved that language be substituted that would remove legal
review.
Time expired. Bediako moved to extend until the document is completed or
the meeting is adjourned. O'Brien moved to extend for 30 minutes.
O'Brien motion Failed by a vote of 3-13. [See Below.]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman N Grace Aaron PNV George Reiter
N Nia Bediako
N Bonnie Simmons N Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
N Andrea Turner N Leslie Radford N Wendy
Schroell Ab Kathy Davis
N Joseph Wanzala N Ricco Ross N Susan Young
Y James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Ab David Beaton
O'Brien Amendment.
Acie Byrd N Efia Nwangaza 3-13
Failed.
N Luzette King
Ab Billy Ray Edwards
Original Motion extend until completed, Failed by a vote of 8-7-5
(needed 2/3) [See Below]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman Ab Grace Aaron PNV George Reiter
Y Nia Bediako
Y Bonnie Simmons N Shawn O'Brian Ab Sandra Rawline
N Carolyn Birden
Y Andrea Turner Y Leslie Radford Y Wendy
Schroell Ab Kathy Davis
N Joseph Wanzala Ab Ricco Ross Y Susan Young Ab
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown N David Beaton
Bediako Motion.
Y Acie Byrd N Efia Nwangaza 8-7-5 Failed.
(needed 2/3)
N Luzette King
N Billy Ray Edwards
Proposed
Page 6 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
Aaron moved to extend for 45 minutes. HNO, Approved. Radford motion to
substitute (that would remove legal opinion), Failed by a vote of 8-10-2.
[See Below.]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman Y Grace Aaron PNV George Reiter
Y Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Ab Sandra Rawline
N Carolyn Birden
N Andrea Turner Y Leslie Radford N Wendy
Schroell N Kathy Davis
Y Joseph Wanzala Y Ricco Ross N Susan Young N
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton
Radford Amendment.
N Acie Byrd N Efia Nwangaza 8-10-2
Failed.
Ab Luzette King
Y Billy Ray Edwards
Young moved to amend by adding "and the Pacifica Executive Director" after
the first "Chair of the LSB." HNO, Approved. Radford moved to amend by
removing PNB Approval. Discussion followed. Motion Failed by a vote of 5-
16. [See Below.}
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman N Grace Aaron PNV George Reiter
N Nia Bediako
Y Bonnie Simmons N Shawn O'Brian N Sandra Rawline
N Carolyn Birden
Y Andrea Turner Y Leslie Radford N Wendy
Schroell N Kathy Davis
N Joseph Wanzala N Ricco Ross N Susan Young N James
Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton
Radford Amendment.
N Acie Byrd N Efia Nwangaza 5-16
Failed.
N Luzette King
N Billy Ray Edwards
King moved to adjourn. Motion voted Approved, 10-8-2. [See Below.]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman Y Grace Aaron PNV George Reiter
N Nia Bediako
Y Bonnie Simmons Y Shawn O'Brian Ab Sandra Rawline
N Carolyn Birden
Y Andrea Turner Y Leslie Radford N Wendy
Schroell Ab Kathy Davis
N Joseph Wanzala Y Ricco Ross N Susan Young
Y James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown N David Beaton King
Motion.
N Acie Byrd N Efia Nwangaza 10-8-2
Approved.
Y Luzette King
Y Billy Ray Edwards
Proposed
Page 7 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
Aaron re-assumed the Chair. Reiter moved that there be a Continuation
Meeting, Thursday, September 3, 2009 at 8:30 pm (ET). Motion voted
Approved, 13-3-3 [See Below]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Sherry Gendelman PNV Grace Aaron Y George Reiter
Y Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
Y Andrea Turner N Leslie Radford Y Wendy
Schroell N Kathy Davis
Y Joseph Wanzala Y Ricco Ross Y Susan Young Ab
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton Reiter
Motion.
Ab Acie Byrd Ab Efia Nwangaza 13-3-3
Approved.
Y Luzette King
Y Billy Ray Edwards
VII. Next PNB Teleconference, Continued Meeting, Thursday, September 3, 2009,
at 8:30 pm (ET).
VIII. Adjourned. King moved to adjourn. By a vote of 10-8-2, Adjourned at
10:40 pm. (ET)
Thursday, September 3, 2009: Continuation Meeting. 8:30 pm (ET)
I. Call to Order/ Opening Business. PNB Chair Grace Aaron called the
continued meeting to order at 8:43 pm (ET). O'Brien served as timekeeper.
a. Roll Call/ Quorum. Recording Secretary Richard Uzzell called the roll
and a quorum was established. [See Below.]
For Attendance. X Present; Ab Absent; Exc Excused Absence;
AL Arrived Late.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston, Tx.:
WBAI - N.Y., N.Y.:
X Sherry Gendelman X Grace Aaron X George Reiter
X Nia Bediako
X Bonnie Simmons X Shawn O'Brian X Sandra Rawline X
Carolyn Birden
X Andrea Turner Ab Leslie Radford Ab Wendy Schroell
Ab Kathy Davis
X Joseph Wanzala X Ricco Ross X Susan Young
Ab James Ross
WPFW - Wash. D.C.: AFFILIATES: Staff & Counsel:
Ab Jim Brown X David Beaton
AB Acie Byrd Ab Efia Nwangaza
AL Luzette King
X Billy Ray Edwards
Proposed
Page 8 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
Reiter assumed the Chair.
VI. Committee and Working Groups Reports. (Continued.) [Audio
available on kpftx.org]
h. Governance. Committee Chair George Reiter continued the following:
1. Proposed Recall Procedure for the Possible Recall of Station
Delegates by Class that elected them. The eight sections were being
considered separately and then the final vote came on the completed
procedure. Consideration of the Recall Procedure took-up at Section 2,
Procedures for Delegate Recall: By class from which the Delegate
came.
Reiter moved approval of Section 2. Reiter moved to amend by adding,
from Radford alternative, the sentence in blue, re: Stating number of
signatures. HNO, Approved. HNO, Motion to approve Sec.2 [as amended],
Approved.
2. The General Manager will have 10 working days from receipt of
the petition to certify that the names on the petition are authentic
and of sufficient number to satisfy the bylaw requirement of 2% of
the membership of the class of the delegate. The GM will notify the
secretary of the LSB immediately when that determination is made.
The number of required signatures shall be clearly stated in this
letter of determination.
Reiter moved approval of Section 3. Aaron moved to amend by adding
sentence in blue, re: defining signers. HNO, Amendment Approved. HNO
(Simmons abstained), motion [as amended] Approved.
3. The record date for the recall election will be the date that
the GM certifies the petition, and only members in good standing at
that time are entitled to vote. The secretary, upon receipt of the
certification will immediately notify the Chair of the PNB that a
recall election must be held, with the record date of the petition.
The Chair will immediately notify the delegates subject to recall of
the record date. To be a valid signature on an LSB Recall Petition,
the person signing must be a member on the date of signing
the petition.
Reiter moved approval of Section 4. O'Brien moved to amend by striking
"The Chair of" and adding "The PNB or their appointed representative."
[in blue] HNO, Approved. Simmons moved to amend by striking "as
Postmarked." [in blue] HNO, Approved. HNO, motion [as amended],
Approved.
4. The Chair of The PNB or their appointed representative shall
appoint an agent to supervise the conducting of the election or
otherwise see that the election is conducted fairly. The ballots
are to be distributed between 45 and 60 days from the record date.
They are to be returned as postmarked within 35 days of their
mailing date. Ballots are to be counted and a result declared by
the election supervisor within 15 days of the return date of the
ballots.
Proposed
Page 9 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
h. Governance. Procedures for Delegate Recall: (Continued)
Reiter moved approval of Section 5. Simmons moved to amend by
substituting the wording in blue for the wording in gray and striking
the last sentence. Reiter moved to extend for 5 minutes; HNO,
Approved. Motion to amend was voted Approved, 7-4-2. [See Voting Box
below the blue amendment, for amendment vote.] HNO, Section 5 [as
amended] was Approved.
5. The ballot will consist of the text of the recall petition,
exactly as submitted, an explanatory statement of the charges in the
petition by the petitioners of no more than 1000 words, and a
statement from the delegate subject to recall of no more than 1000
words plus the number of words in the petition. The additional
statement by the petitioners must be submitted within 10 days of the
record date and will be immediately forwarded to the delegate. The
delegate's statement is required to be filed 21 days before the
mailing date determined by the election supervisor. The ballot
shall have as responses only yes or no that the delegate should be
recalled.
5. The ballot will consist of the text of the recall petition of
1000 words or less, exactly as submitted, a statement from the
delegate subject to recall of no more than 1000 words, and the
ballot question which will be comprised of only yes or no as a
response to whether the delegate shall be recalled
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman N Grace Aaron PNV George Reiter
Y Nia Bediako
Y Bonnie Simmons N Shawn O'Brian Y Sandra Rawline
N Carolyn Birden
Y Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
N Joseph Wanzala Ab Ricco Ross Y Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton
Simmons Amendment.
Acie Byrd Efia Nwangaza 7-4-2
Approved.
Luzette King
Ab Billy Ray Edwards
The Revised Section 5 shall be as stated below.
5. The ballot will consist of the text of the recall petition of
1000 words or less, exactly as submitted, a statement from the
delegate subject to recall of no more than 1000 words, and the
ballot question which will be comprised of only yes or no as a
response to whether the delegate shall be recalled The delegate's
statement is required to be filed 21 days before the mailing date
determined by the election supervisor
Proposed
Page 10 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
h. Governance. Procedures for Delegate Recall: (Continued)
Reiter moved approval of Section 6. Bediako moved to amend to add "use
mailing houses." Motion Failed by a vote of 3-7-2. [See Below]
Motion re: Section 6, voted Approved 8-3-1. [See Below]
6. Delegates subject to recall and petitioners shall have equal
access to the mailing list for the eligible members. Any challenges
to the names on the lists will be resolved by the appointed
supervisor in consultation with the General Manager.
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman N Grace Aaron PNV George Reiter
Y Nia Bediako
Y Bonnie Simmons N Shawn O'Brian N Sandra Rawline
N Carolyn Birden
Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
Joseph Wanzala N Ricco Ross N Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown N David Beaton
Bediako Amendment.
Acie Byrd Efia Nwangaza 3-7-2
Failed.
Ab Luzette King
Ab Billy Ray Edwards
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman Y Grace Aaron PNV George Reiter
N Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
Joseph Wanzala Y Ricco Ross Y Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton Reiter
Motion.
Acie Byrd Efia Nwangaza 8-3-1
Approved..
Y Luzette King
Ab Billy Ray Edwards
Reiter moved approval of Section 7. Birden moved to amend to change
"21 days" to "90 days" and to change "up" to "eligible." Motion voted
Approved, 7-4-3. [See Below, Next Page.]
7. All recall elections must be completed prior to 21 days 90 days
before the date for sending out of ballots for a general election,
if any delegate subject to recall is up eligible for election in
that general election.
Proposed
Page 11 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman Y Grace Aaron PNV George Reiter
N Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
N Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
Y Joseph Wanzala Ab Ricco Ross Y Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton Birden
Amendment.
Acie Byrd Efia Nwangaza 7-4-3
Approved..
Ab Luzette King
Ab Billy Ray Edwards
Reiter moved approval of Section 8. HNO, Approved.
8. The election shall be subject to the quorum rules for the class,
and the recall will be deemed to have failed if a quorum is not
reached.
Reiter moved approval of the complete Delegate Recall Procedure. HNO
(Gendelman abstained), Procedure Approved. [See Complete Delegate
Recall Procedure below.]
Procedures for Delegate Recall: By class from which the
Delegate came.
1. The recall petition is to be sent to the secretary of the LSB,
c/o the radio station. The petition may be delivered in person, or
via US mail or commercial delivery service. Notice of the delivery
of the petition shall be sent to the secretary via e-mail. The
secretary will forward it within 2 days to legal counsel, previously
designated by the PNB, for a determination of whether or not the
petition is alleging behavior that is "adverse to the best interest
of the Foundation or the local radio station". The Secretary will
notify the Chair of the PNB and the Pacifica Executive Director of
the arrival of the petition at the same time. Counsel is to return
it to the Chair of the PNB within 5 working days. The PNB at a
special meeting if necessary, will decide, upon the advice of
counsel, whether the charges in the petition meets the standard in
the bylaws for actions "detrimental to the best interests of the
foundation". If the decision is affirmative, the Chair of the PNB
will notify the GM of the station within 2 days of the need to
certify the petition. If it is negative, the PNB chair will notify
the petitioners that their charges have not met the legal standard
necessary, and the recall will not occur.
2. The General Manager will have 10 working days from receipt of
the petition to certify that the names on the petition are authentic
and of sufficient number to satisfy the bylaw requirement of 2% of
the membership of the class of the delegate. The GM will notify the
secretary of the LSB immediately when that determination is made.
The number of required signatures shall be clearly stated in this
letter of determination.
Proposed
Page 12 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
Procedures for Delegate Recall: (Continued.)
3. The record date for the recall election will be the date that
the GM certifies the petition, and only members in good standing at
that time are entitled to vote. The secretary, upon receipt of the
certification will immediately notify the Chair of the PNB that a
recall election must be held, with the record date of the petition.
The Chair will immediately notify the delegates subject to recall of
the record date. To be a valid signature on an LSB Recall Petition,
the person signing must be a member on the date of signing
the petition.
4. The PNB or their appointed representative shall appoint an agent
to supervise the conducting of the election or otherwise see that
the election is conducted fairly. The ballots are to be distributed
between 45 and 60 days from the record date. They are to be
returned within 35 days of their mailing date. Ballots are to be
counted and a result declared by the election supervisor within 15
days of the return date of the ballots.
5. The ballot will consist of the text of the recall petition of
1000 words or less, exactly as submitted, a statement from the
delegate subject to recall of no more than 1000 words, and the
ballot question which will be comprised of only yes or no as a
response to whether the delegate shall be recalled The delegate's
statement is required to be filed 21 days before the mailing date
determined by the election supervisor
6. Delegates subject to recall and petitioners shall have equal
access to the mailing list for the eligible members. Any challenges
to the names on the lists will be resolved by the appointed
supervisor in consultation with the General Manager.
7. All recall elections must be completed prior to 90 days before
the date for sending out of ballots for a general election, if any
delegate subject to recall is eligible for election in that general
election.
8. The election shall be subject to the quorum rules for the class,
and the recall will be deemed to have failed if a quorum is not
reached.
Aaron assumed the Chair.
h. Governance. (Continued)
Gendelman called a Point of Order re: she felt that
further motions coming from the Governance Committee
would not be appropriate because she felt that this being
an continued meeting that this was not "exactly" what was
on the first Agenda. Chair Over Ruled that further
Governance Motions are proper for this meeting.
Gendelman challenged the ruling of the Chair. Chair was
sustained by a vote of 9-3-1. [See Next Page]
Proposed
Page 13 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman PNV Grace Aaron Y George Reiter
Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Y Sandra Rawline
Y Carolyn Birden
N Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
Y Joseph Wanzala Y Ricco Ross Y Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton Gendelman
Challenge/ Chair Sustained.
Acie Byrd Efia Nwangaza 9-3-1
Approved..
Y Luzette King
Ab Billy Ray Edwards
Reiter assumed the Chair.
2. Reiter moved that the PNB Delegate Recall Procedures shall be
used to conduct existing recall elections; except for the current
election at KPFA, where the procedure, shall begin at section 2.
Reiter moved to amend by adding the phase in blue. Motion to amend
voted Approved, 6-5-3. [See Below.]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman Y Grace Aaron PNV George Reiter
N Nia Bediako
N Bonnie Simmons Y Shawn O'Brian Ab Sandra Rawline
Y Carolyn Birden
N Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
Y Joseph Wanzala Y Ricco Ross N Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton
Reiter Amendment.
Acie Byrd Efia Nwangaza 6-5-3
Approved..
Ab Luzette King
Ab Billy Ray Edwards
Motion [as amended] voted Approved, 7-6-2 (w/ the Chair voting to
break the tie. [See Below.]
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
N Sherry Gendelman Y Grace Aaron Y George Reiter
N Nia Bediako
N Bonnie Simmons Y Shawn O'Brian N Sandra Rawline
Y Carolyn Birden
N Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
Y Joseph Wanzala Y Ricco Ross N Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown Y David Beaton
Reiter Motion [as amended].
Acie Byrd Efia Nwangaza 7-6-2
Approved.
Ab Luzette King
Ab Billy Ray Edwards
Proposed
Page 14 of 15
Pacifica National Board Open Teleconference MINUTES
August 23 - 28 and September 3, 2009
3. Reiter moved that Petitions for recall shall provide a space
for a declaration from the signer that they are a member of the
class of the person subject to recall, and the signature shall not
be considered for quorum unless the box is checked. All petitions
for a particular recall must contain the same statement of the
conduct that is being alleged to be inimical to the interests of the
foundation
Turner moved to amend to make this retroactive. Amendment Failed by
a vote of 3-6-4. [See Below.].
For Votes. Y Yes; N No; Ab Abstained; PNV Present Not
Voting; No Response.
KPFA - Berk., Ca.: KPFK - L.A., Ca.: KPFT - Houston,
Tx.: WBAI - N.Y., N.Y.:
Y Sherry Gendelman N Grace Aaron PNV George Reiter
N Nia Bediako
Ab Bonnie Simmons N Shawn O'Brian Ab Sandra Rawline
Carolyn Birden
Y Andrea Turner Leslie Radford Wendy
Schroell Kathy Davis
N Joseph Wanzala Ab Ricco Ross Y Susan Young
James Ross
WPFW - Wash. D.C.: AFFILIATES:
Jim Brown N David Beaton
Turner Amendment.
Acie Byrd Efia Nwangaza 7-6-2
Approved..
N Luzette King
Ab Billy Ray Edwards
R. Ross moved to amend that petitions in California shall be in both
Spanish and English. Rawline moved to amend that Spanish and
England be required at all five stations. HNO, Rawline amendment
Approved. HNO (Simmons abstained), Ross amendment Approved. HNO,
Motion [as amended] Approved.
VII. Next Meeting. Open and Close Teleconferences to be Sunday, September 13
at 8:00 pm (ET). Chair offered to recognize motion to change meeting
date. No one made a motion. Bediako moved that the meeting on September
13 start at 7:00 pm. HNO, Approved.
VIII. Adjourned. King moved to adjourn. HNO, Chair adjourned the meeting at
10:38.
Minutes Scribed and Prepared by: Richard Uzzell, PNB Recording Secretary
Minutes Approved by the Pacifica National Board:
Grace Aaron, PNB Chair Sept. 13, 2009
_____________________ __________________
Witnessed By: Date:
PS: See Next Page for a stand-alone copy of the Recall Procedures.
Adopted September 3, 2009
PACIFICA FOUNDATION
Procedures for Delegate Recall: By Class from which the Delegate came.
1. The recall petition is to be sent to the secretary of the LSB, c/o the radio
station. The petition may be delivered in person, or via US mail or commercial
delivery service. Notice of the delivery of the petition shall be sent to the
secretary via e-mail. The secretary will forward it within 2 days to legal
counsel, previously designated by the PNB, for a determination of whether or
not the petition is alleging behavior that is "adverse to the best interest of
the Foundation or the local radio station". The Secretary will notify the Chair
of the PNB and the Pacifica Executive Director of the arrival of the petition
at the same time. Counsel is to return it to the Chair of the PNB within 5
working days. The PNB at a special meeting if necessary, will decide, upon the
advice of counsel, whether the charges in the petition meets the standard in
the bylaws for actions "detrimental to the best interests of the foundation".
If the decision is affirmative, the Chair of the PNB will notify the GM of the
station within 2 days of the need to certify the petition. If it is negative,
the PNB chair will notify the petitioners that their charges have not met the
legal standard necessary, and the recall will not occur.
2. The General Manager will have 10 working days from receipt of the petition
to certify that the names on the petition are authentic and of sufficient
number to satisfy the bylaw requirement of 2% of the membership of the class of
the delegate. The GM will notify the secretary of the LSB immediately when
that determination is made. The number of required signatures shall be clearly
stated in this letter of determination.
3. The record date for the recall election will be the date that the GM
certifies the petition, and only members in good standing at that time are
entitled to vote. The secretary, upon receipt of the certification will
immediately notify the Chair of the PNB that a recall election must be held,
with the record date of the petition. The Chair will immediately notify the
delegates subject to recall of the record date. To be a valid signature on an
LSB Recall Petition, the person signing must be a member on the date of signing
the petition.
4. The PNB or their appointed representative shall appoint an agent to
supervise the conducting of the election or otherwise see that the election is
conducted fairly. The ballots are to be distributed between 45 and 60 days
from the record date. They are to be returned within 35 days of their mailing
date. Ballots are to be counted and a result declared by the election
supervisor within 15 days of the return date of the ballots.
5. The ballot will consist of the text of the recall petition of 1000 words or
less, exactly as submitted, a statement from the delegate subject to recall of
no more than 1000 words, and the ballot question which will be comprised of
only yes or no as a response to whether the delegate shall be recalled The
delegate's statement is required to be filed 21 days before the mailing date
determined by the election supervisor
6. Delegates subject to recall and petitioners shall have equal access to the
mailing list for the eligible members. Any challenges to the names on the
lists will be resolved by the appointed supervisor in consultation with the
General Manager.
7. All recall elections must be completed prior to 90 days before the date for
sending out of ballots for a general election, if any delegate subject to
recall is eligible for election in that general election.
8. The election shall be subject to the quorum rules for the class, and the
recall will be deemed to have failed if a quorum is not reached.