Board Meeting Agenda Feb 2023
DRAFT Proposed Agenda
Redwood Community Radio Board of Directors
February 7 th , 2023, 3:00 pm
Zoom on-line meeting:
KMUD RADIO is inviting you to a scheduled Zoom meeting.
Topic: Board Meeting
Time: Feb 7, 2023 03:00 PM Pacific Time (US and Canada)
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I. Call to order, establishment of a quorum & selection of facilitator
Opening comments from the President; meeting ground rules.
II. Roll call
BOARD-APPOINTED MEMBERS: Flurina Niggli, Secretary Nadine
Chapdelaine
MEMBER REPS: Chestine Anderson, Holly Kreb, Stephanie Thomas
PROGRAMMER REPS: President Chanin, Javier Rodriguez, Lisa “Luv”
Deny
STATION MANAGER: Allison Kolb
III. Approval of December, January minutes
IV. Approval of agenda
V. Open time
VI. Consent calendar
VII. Management report
VIII. Finance Committee report
IX. Old business
A. Appreciation Party
X. New business
A. Simon Frech’s Retirement Party
B. Reappoint Grievance Panel
Draft Proposed Agenda February 7 th , 2023
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C. Appoint Board Officers
D. Seating of New Board and Board Appointment Policy-Attachment I
E. Treasurer Duties By-law and Policy Amendment -Attachment II
XI. Committee reports
A. Programmer representatives
B. Member representatives
C. Community Advisory Board (CAB) – Siena Klein
D. Correspondence Secretary – Deny
E. Development – Deny
F. Membership Drive – Chanin
G. Audit – Sarah Scudder
H. Policy – Chapdelaine
I. Mediation
J. Building and Grounds
K. Election Committee
L. Station Manager Evaluation
XII. Committee meeting schedule
All meetings take place on-line until further notice. Those interested in attending one should first
check to make certain that no changes have been made in this schedule. Zoom meeting IDs,
pass codes, phone numbers and links for the Board meeting can be found on the agenda that is
distributed one week before the meeting. For access to other meetings, please contact the
committee chair.
Board of Directors 2 nd Tuesday, 3:00 pm
Membership Drive 3 rd Tuesday, 4:00 pm
Development 3 rd Wednesday, 11:30 pm
Policy 4 th Wednesday, 11:00 am
Executive 4 th Wednesday, 12:00 pm
Audit 4 th Tuesday, 4:00 pm
Finance 3 rd Tuesday, 3:00 pm
CAB Quarterly, January 29 th 4:00 pm
Board Talk Show April 12 th 7:00 pm
X. Closed session – Personnel
XI. Adjournment
Draft Proposed Agenda February 7 th , 2023
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Attachment I
3.4 Seating of New Board and Board Appointment
The board shall hear nominations for the annual board appointment at
the meeting where elected members are seated. If other candidates are
nominated later, all board members shall be notified as soon as possible,
but no later than six days before the next meeting for a candidate to be
eligible. New candidates may be sought in an effort to reach a decisive
vote.
Just after the opening of the meeting following the close of elections,
the two newly elected Board members shall be seated. Next, the board
shall choose the appointee, to be seated immediately.
Policy Manual current through October 11, 2022
3.4. SEATING OF NEW BOARD AND BOARD APPOINTMENT
3/21/00; by policy “Voting” passed 4/01 and Bylaws 2003; 05/12/21
The Board shall consider nominations for the annual Board appointment at the meeting
where elected
members are seated. If other candidates are nominated later, all Board members shall be
notified as
soon as possible, but no later than six days before the next meeting for a candidate to be
eligible.
Just after the opening of the meeting following the close of elections, the two newly
elected Board
members shall be seated. Next the Board may choose the appointee, to be seated
immediately.
Should the Board choose to seek other candidates before selecting its appointed member,
the vote and
seating of the appointed seat can be postponed until the following month’s meeting. New
candidates
may be sought to reach a decisive vote. As before, the Board shall be notified of
candidates as soon as
possible and by six days before the meeting.
Attachment II
- The Finance Committee recommends this Bylaws change: Delete this wording in the Treasurer’s
Duties section, Article VII, Section 4, “Oversee the keeping of records of all business transactions,” and
“Audit all fundraising activities and membership drives.”
Article VII. Officers of the Board of Directors
Draft Proposed Agenda February 7 th , 2023
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Section 1. The Board shall be presided over by a President, Vice President,
Secretary and Treasurer. Each officer shall be elected by the Board for a one-year
term. Terms of office shall begin at the first meeting following Board elections.
Section 2. The President shall preside at all meetings of the Board, and at the annual
meeting of the Members. The President shall be an ex-officio member of all Board
committees. The President shall have such other powers and duties as may be
prescribed by the Board.
Section 3. The Vice President shall preside in the absence of the President at any
meetings, and shall have such other powers and duties as may be prescribed by the
Board.
Section 4. The Treasurer shall oversee the keeping of records of all business
transactions. Basic financial records available to the Board shall be posted at the
RCR office and shall be available to any Member upon request for a nominal fee
within a reasonable time, not to exceed one month. The Treasurer or his or her
designated representative from the Finance Committee shall present a financial
report at the annual Members’ meeting. The Treasurer shall audit all fundraising
activities and membership drives and shall have such other powers and perform
such duties as may be prescribed by the Board.
Section 5. The Secretary shall be responsible for taking minutes of all Board
meetings, distributing them to Directors and posting them at the RCR office. The
secretary shall have such other powers and other duties as prescribed by the Board.
- The Finance Committee recommends three small changes to Policy 2.3.4, Board Communications
Procedure, in the Board Packet section, as follows: “…Treasurer’s financial reports (Statement of Activity
(Profit & Loss), Statement of Financial Position (Balance Sheet), …”
2.3.4 Board communication Guidelines
(This is procedure as opposed to policy, so a simple vote at one Board meeting is
sufficient to revise it.)
Board Packets
Board packets consist of the agenda, draft minutes, reports from management
(including compliance calendar items including the previous, current and upcoming
months, as well as staff reports), Treasurer’s financial reports (Statement of Activity
(Profit & Loss), Statement of Financial Position (Balance Sheet), budget to actual),
the Finance Committee report and other reports, proposals for consideration at the
meeting, and anything else pertinent to the upcoming Board meeting. Only Board
and Management will receive versions of the financial reports that include
individuals’ pay information.
Draft Proposed Agenda February 7 th , 2023