21April2018

Board Meeting Minutes August 8, 2017

Please note that this plain text version of the minutes does not show the formatting of the original document, such as strike-through, bold, or italicized. For the complete document please download the attached pdf, which you can find at the bottom of this page.
 
Minutes
Redwood Community Radio Board of Directors
August 8, 2017, 3:30 pm
KMUD Studios, Redway CA
 
 
Roll call
 
BOARD-APPOINTED: Treasurer Sarah Scudder, Christine Doyka
MEMBER REPS: Maria Savage, Secretary Rob Bier, Sarah Starck
PROGRAMMER REPS: President Jimmy Durchslag, Eden Goldberg
 
STATION MANAGER:  Cynthia Click
 
ABSENT: Mark Marchese, Vice President Zack “Doopi” Gonzales
 
GUESTS: BR Graham, behr, Michael McKaskle
 
Approval of July minutes
Bier moved approval.  Doyka seconded.  Passed unanimously.
Approval of agenda
Doyka moved approval.  Bier seconded.  Passed unanimously.
Open time
McKaskle asked that the policy change barring programmers from working on-air if they have filed for political office (see Consent Calendar) be changed to substitute “declared” for “filed.”
Consent Calendar
Goldberg moved approval (see attachment) with correction of deleting final sentence, as intended in initial action.  Savage seconded.  Passed unanimously.
Management report
Click reported she is trying to have approximately $5,000 of electrical work completed before the rainy season.  This includes security lighting for the front of the building and repair at the rear of damage where electrical cables enter.  
Durschlag moved holding a closed session at the end of the meeting.  Scudder seconded.  Passed unanimously.
Finance committee report
Starck reported that her review of records showed that while more persons pledge during the fall drive than other times, a smaller percentage of them fulfill those pledges. There was discussion of fundraising events.  Starck said she opposes holding two events in October.  Goldberg favored retaining or even increasing events held in northern Humboldt County.  Savage said that times are changing and everything should be up for reconsideration.  Bier agreed with Starck, asked that there be better accounting of volunteer time spent on events.  Click said she wanted to retain the Oct. 14 date now open at the Mateel Community Center.  Scudder said the Halloween Boogie at the Mateel was important; she suggested the Arcada Halloween party use volunteers from there.  A straw poll on the Arcata event showed two in favor, three opposed and two undecided.  There was agreement to continue the discussion in the Development Committee.
New business
A. Policy and Bylaws changes (see attachments)
1. Delete contradictory sentence from Section 1.2, Family Membership.
Savage moved adoption.  Goldberg seconded.  Passed unanimously.
2. Modify Section 5.5.2, Vacation to eliminate annual payouts for unused vacation time and to set standards for accrual. 
Scudder said the working of the accrual cap was unclear to her.  Durchslag suggested removing the examples.  Bier moved referral back to the Policy Committee.  Scudder seconded.  Passed with five yea votes, one abstention.
3. Modify Section 2.5.4.1, Mediation Committee Guidelines and Responsibilities to remove a prohibited class from the definition of community member for purposes of seat on the Committee.  
Scudder moved approval.  Doyka seconded.  Passed unanimously.
4. Modify Section 5.4.6, Termination of Employment to eliminate sentence absolving Station Manager or Board from being required to follow RCR guidelines for termination. 
Bier moved adoption.  Starck seconded.  Passed unanimously.
5. Change Bylaws to remove date-specific language from election requirements.
Discussion noted that only five days were allowed to mail out ballots following the close of nominations.  Doyka moved adoption with insertion of language so that nominations would close three weeks following the month of the Annual Meeting.  Goldberg seconded.  Passed unanimously.
Committee reports
Pledge Drive (7/27/17)
The committee voted to end the ongoing pledge drive Tuesday, Aug. 1, as planned, unless the total is close to $50,000, in which case it will continue until that goal is met.  During Reggae on the River broadcasts, promos will stress KMUD’s role as a community radio station dependent upon listener support.  Concern was shared over lack of producers, phone answerers and food; slips in communications.  Membership Coordinator Ruby Guilette reported that the online pledge forms were working much better than at their introduction in the previous pledge drive.
Development (7/20/17)
Discussion topics included coffee booths at the Roll on the Mattole and Reggae on the River (ROR), the ongoing pledge drive, and special events.  Members felt that the pledge-drive energy is not very high.  One member said that the live broadcast of ROR “historically has not helped the drive,” adding, “Many people don’t appreciate the live broadcast and would prefer our regular programming during that weekend.”  It was pointed out that this is only the second year the station has had a summer drive, and it is reasonable to hope that it will do better over time.  Concerns from the last programmers’ meeting were reported regarding the time and energy spent staging station events.  There is worry among some about the cost/benefit ratio.  Smaller events were suggested, both low-cost and free.  The benefits of staging events away from KMUD’s immediate vicinity were raised by one member, who said that such occasions “build relationships” that can later translate into underwriting support.
 
Committee meeting schedule
Board of Directors Sept. 5, 3:30 pm, Healy Senior Center
Development Aug. 15, 3:00 pm
Executive Aug. 24, 12:00 pm, Calico’s upstairs
Policy Aug. 24, 11:00 am, Calico’s upstairs
Finance Aug. 15, 1:00 pm
Board talk show Oct. 11
Board & staff meeting Sept. 10-11, Trinidad
Closed session
Discussion revolved around staff responsibilities for special events, pledge drives and underwriting.
…………………….
ATTACHMENT TO MINUTES: 
CONSENT CALENDAR
 
Addition to Programmer’s Agreement, Item 7.F
I understand that as a programmer for a 501[c][3] organization, I cannot, while on-air, endorse (or encourage people to vote for or against) a political candidate or initiative.  If I myself file for election to public office, I must refrain from programming until I am no longer a candidate. 
 
ATTACHMENTS TO MINUTES:
 NEW BUSINESS, POLICY AND BYLAWS CHANGES
 
Deleted language is lined out.  New language is underlined.
ITEM A.1
1.2 FAMILY MEMBERSHIP 
03/01 
For all subscriptions including and above the family membership category, subscribers will be asked if this is a family membership. Family memberships entitle two people (both names shall be on record) to vote for the membership seat. All categories, excepting Business subscriptions, qualify for the family membership, if desired by the Member. All family subscribers shall receive two ballots for all elections in which this class of membership has the right to participate.
 
ITEM A.2
5.5.2 VACATION
 
Vacation time accrues for full time employees (minimum 32 hours per week) from the first day of employment and can be used after the completion of 30 days of employment.  Vacation time must be accrued before it can be used.  The accrual factor is based upon the number of hours worked. For example, for a 40-hour work week this would be: five eight days for the first year, 10 days the second year, 15 days after five years and 20 days per year thereafter. Employees who work less than 40 hours will accrue vacation at the appropriate percentage of this rate.  There will be a limit of one year of unused vacation time earnings for the year that the vacation day is based upon. Unused vacation days will be paid out each December.  Vacation accrual will not be carried over, so that every year begins with a clean slate.  Unused vacation days may be carried over to subsequent years, with the proviso that no more days than 1.75 times the annual accrual rate may be carried over. For example, Sunshine Inc. provides all full-time employees with 10 days of paid vacation each year. Sunshine’s vacation policy has a cap of 1.75 times the annual accrual rate, or 17.5 days (1.75 × 10 days). An employee’s accrued vacation will roll over year to year, but once he or she reaches 17.5 days, no more vacation will accrue until the vacation bank falls below that amount.  Vacation days may only be converted to a cash payout upon separation. RCR strongly encourages each paid employee to use vacation time each year.  The intent is 1) that each employee actually gets an annual rest, and 2) that prolonged absences not negatively impact RCR.  Exempt employees will accrue vacation hours based on actual hours worked. Notification: Employees will communicate with the station manager before approval of vacation plans. The station manager is required to notify the Board of his/her vacation plans before approval.  Four weeks notice is recommended.  Exceptions may be made in unusual circumstances.
 
ITEM A.3
2.5.4.1 MEDIATION COMMITTEE GUIDELINES AND RESPONSIBILITIES
……………..
MEMBERSHIP OF COMMITTEE
The committee is to be composed of five members.  KMUD programmers and volunteers will elect two of these seats. The Board of Directors selects and appoints the remaining three seats made up of one Board member, one community member, and one person of any category at the Board’s discretion. To be considered a “Community Member” a person must not be a KMUD Board member, or programmer or active KMUD volunteer.. The committee may request that a specific sixth member (of any category) be appointed by the Board. 
 
ITEM A.4
5.4.6 TERMINATION OF EMPLOYMENT
……………..
In any given instance, the appropriate supervising body (RCR Board of Directors or the station manager), at either body’s sole discretion, may elect to not follow the above guidelines for the termination of employment.
 
ITEM A.5
BYLAWS OF REDWOOD COMMUNITY RADIO
 
Revised October 15, 2015
………………
Article V. Nominations for Election to the Board of Directors
 
Section 1. Board candidates shall be nominated by Members from their respective constituencies. Any Member may nominate him- or herself for election.
Section 2. The nomination period for the Programmers’ candidates shall be from May 1 the first day of the month before the Annual Meeting until the close of the last business day (Monday through Friday) in May the month following the Annual Meeting. Ballots shall be mailed to all eligible Programmers by the close of the fifth business day end of the third week in June the month following the end of nominations. Marked ballots must be returned postmarked or by hand by by June 30 the end of that month. Ballots shall be counted by the close of the tenth business day in July the month following the close of voting.
Section 3. The nomination period for the Members’ seat shall be from June 1 until the annual membership meeting in June the first day of the month in which the Annual Meeting is held until the end of the following month. Ballots shall be mailed to all eligible Members by the close of the fifth business day end of the third week in July the month following the close of nominations. Marked ballots must be returned postmarked or by hand by July 31 the end of that month. Ballots shall be counted by the end of the tenth business day in August the month following the close of voting.
Section 4. Ballots for elected Board positions shall be returned by mail to a neutral independent referee to be designated by the Board. The Referee and an Elections Committee to be appointed by the Board shall supervise the counting of the ballots and certify the tally as correct.
Section 5. New Directors shall be seated at the beginning of the regular August  meeting in the month following the close of elections. All expiring Board terms shall be considered to end at the start of the August  after new Members are seated at that Board meeting.
Section 6. The Board shall appoint an Elections Committee, made up of three Directors, who will oversee the election process and will certify the elections at the conclusion of the ballot counting.
 
Last modified on Thursday, January 18, 2018
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Vision Statement: Redwood Community Radio envisions a community of listeners who, guided by example of RCR programming, work together to create better, more just and sustainable world systems to ensure that all human and other living species on earth move toward higher quality of life and are able to survive the challenges in the times ahead.

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