Pacifica National Board
Finance Committee Regular Meeting - May 24, 2007

MINUTES

A regular meeting of the PNB Finance Committee was called to order at 5:24 pm
PDT by Chair LaVarn Williams with Terry Goodman serving as Secretary. The
minutes of 3/22/07 and 4/09/07 were approved.


Attendance

Present: Dave Adelson, Baruti Bediako (arrived before 7:00 pm), Brian Edwards-
Tiekert (arrived at 5:39 pm), Jane Gatewood, Terry Goodman, Lonnie Hicks,
Sandra Rawline, Berthold Reimers (arrived at 6:58 pm), and LaVarn Williams.
Absent: Thomas Ruffin, Bob Sanborn.

Revised Agenda
1) Roll Call and Approval of Agenda (5 minutes)
2) Approval of Minutes - 3/22 and 4/09 (5 minutes)
3) Next Meeting -Thursday, June 21, 2007 @ 8:00 PM EDT (5 minutes)
4) RFP Proposal (5-10 minutes)
5) CFO Report & March Financials (20 minutes)
6) Planning Timeline (10 minutes)
7) 2007 Committee Priorities and Goals (5 minutes)
a) Work in Subcommittees
8) Financial Policies & Procedures Manual (5 minutes)
a) PNB Finance and Audit Committees Joint Teleconference
b) Pacifica Station Bill-Back Policy
9) Operations Meeting in July (5 minutes)
10) New Business (5 minutes)
a) Public Access to Station and Pacifica Financial Statements
11) Adjournment
** Times are for guidance only **

1. Roll Call and Approval of Agenda
The Agenda was revised and approved without objection at 5:49 pm. There was
mention of an Executive Session to begin at 10:00 pm EDT for review of legal
expenses.

2. Approval of Minutes
The March 22nd and April 9th meeting minutes were approved without objection on
the motion of Jane Gatewood at 5:51 pm.

3. Next Meeting
The motion of the Chair was amended in discussion. The committee agreed
without objection to meet on Thursday, June 7, 2007 at 8:00 pm EDT and on
Thursday June 28, 2007 at 8:00 pm EDT.

4. RFP Proposal
A motion tabled by adjournment at the prior meeting was considered.

Motion from Terry Goodman that the NFC finds that the CFO's proposal to
allocate up to $45,000 annually towards projects approved by award through an
RFP process is financially feasible for the current fiscal year if national
mail drop revenue remains on projection.
Motion failed by substitution.

Substitute Motion from Lonnie Hicks (as amended on the motion of Brian Edwards-
Tiekert) that the National Finance Committee finds that the CFO's proposal to
transfer $50,000 from the current budget for Other Programming to projects
approved by award through an RFP process is financially feasible for the
current fiscal year. The NFC makes no findings on the merits of the actual
proposal.
Motion tabled without objection for consideration after the CFO Report.
Motion passed without objection at 7:37 pm, with Brian Edwards-Tiekert
abstaining.

Substitute Motion from Dave Adelson that the National Finance Committee finds
that the CFO's proposal to allocate up to $50,000 to projects approved by award
through an RFP process is financially feasible for the current fiscal year. If
the proposal is approved by the Pacifica National Board, the Finance Committee
recommends that up to $20,000 come from the Other Programming budget and that
up to $30,000 come from mail drop revenue.
Motion tabled without objection for consideration after the CFO Report.
Motion failed by a roll call vote. Y: 0, N: 6, A: 1
Yes: none
No: Bediako, Edwards-Tiekert, Goodman, Hicks, Rawline, Reimers
Abstain: Adelson

Motion from Dave Adelson (as amended on the motion of Terry Goodman) that each
approved RFP project shall include a detailed budget. There shall be monthly
monitoring of approved RFP projects by the National Finance Office and
quarterly summary reporting on these projects to the PNB National Finance
Committee by the CFO.
Motion divided without objection from the failed substitute on the motion of
Brian Edwards-Tiekert.
Discussion postponed by meeting adjournment.

5. CFO Report & March Financials 6:24 pm
The CFO reported on the March financials with some mention of April financials
and responded to questions from committee members.

Motion from Terry Goodman that the National Finance Committee recommends that
the Pacifica National Board, pursuant to its authority under Article Three,
Section 1(A) of the Foundation Bylaws, vote to adjust the minimum contribution
for Listener-Sponsorship membership in the Foundation from $25 to $30 annually.

Motion postponed to the meeting of June 28 without objection, on the motion of
Terry Goodman.

Each LSB Treasurer is to request a local station "Pyramid of Contributions"
Memsys report to inform committee discussion of this proposal. The maker of
the motion additionally suggested LSB discussion in advance of committee
consideration.

6. Planning Timeline
Discussion postponed by meeting adjournment.

7. 2007 Committee Priorities and Goals
A summary by Jane Gatewood of Committee priorities and goals identified by
committee members was distributed by email prior to the meeting (see Appendix
A).
Discussion postponed by meeting adjournment.

7a. Work in Subcommittees
Discussion postponed by meeting adjournment.

8. Financial Policies & Procedures Manual
A draft Manual from the CFO was distributed to committee members by email prior
to the meeting. The committee chair is to send a message by email to committee
members in advance of the joint meeting with the Audit Committee including
suggestions on how their individual input may best be prepared or coordinated
for submission to that committee.

8a. PNB Finance and Audit Committees Joint Teleconference

Motion from Terry Goodman that the Finance Committee and Audit Committee meet
on Monday, June 18th at 8:00 pm EDT.
Motion passed without objection.

8b. Pacifica Station Bill-Back Policy
This agenda item may become mooted by inclusion of relevant policy in the draft
manual.
Discussion postponed by meeting adjournment.

9. Operations Meeting in July
Discussion postponed by meeting adjournment.

10. New Business

10a. Public Access to Station and Pacifica Financial Statements
Discussion postponed by meeting adjournment.

10b. Review of Legal Expenses
A summary of Foundation legal expenses from the CFO was distributed to
committee members by email prior to the meeting. The announced closed session
for review of this summary was cancelled without objection. Committee members
are to review the summary and advise the Chair if they have questions that
require the scheduling and notice of a closed session.

11. Adjournment
The meeting was adjourned without objection at 7:50 pm PDT.

Respectfully submitted,
Terry Goodman, Secretary
These minutes were approved on 6/07/07.

-----
Appendix A - Proposed Goals & Objectives for 2007
(CJG 03-01-07, based on prior versions from LW and BE-T)

FINANCE / PLANNING MODELS

1. Work toward integrating the budget process with meaningful planning and goal
setting (Ongoing)

2. Initiate steps to identify the long-term impacts of existing salary models
within the network and exploration of options (300 days)

FINANCIAL REPORTING, OVERSIGHT, POLICIES

3. Review and approve a network-wide financial policies and procedures manual.
(45 days)

4. Work with CFO to increase Timeliness, Clarity, and Consistency of financial
reporting including, but not limited to:
a. Review and approve a standard network-wide chart of accounts. (60 days)
b. Implement quarterly headcount as approved by the PNB.

5. Review and approve budgets for all network units in a timely fashion.
(Ongoing, beginning now, with completion by Aug 30th (180 days)

6. Review and approve a PNB meeting expense policy.
Policy to include Director Responsibility for the additional expenses of late
reservations, early arrivals, extra stays, and long distance phone calls billed
to hotel rooms. (90 days)

7. Review and approve a policy to guide investment of restricted endowment
funds and cash surpluses. (120 days)

ONGOING PROJECTS
As of March 1, 2007

PNB meeting Expenses
- CFO to report on expenditures for last 5 PNB meetings and each future meeting
including: transportation (including airfare), hotel lodging and meeting rooms,
food and miscellaneous, and estimate of national staff time spent in support of
these meetings.
- National Office, LSB's and Station management: Work to reduce annual meeting
cost by 10%, with half of any achieved local savings being devoted to
increasing the outreach budgets of stations that meet their portion of this
goal.

Legal Expenses
- CFO to prepare monthly report on legal expenses including forecast / trends
over prior years;
- NFC to prepare summary of already adopted motions related to legal expenses
and procedures.
- Consider need for PNB to approve major Foundation legal settlements

New Partners Initiative
(ED and CFO) identify funds in National Office budget to explore outreach with
potential new partners for the Pacifica network and propose RFP process for
disbursal of these funds.
(ED and CFO) identify creative sources within network and in community at-large
that expand the Mission (???) and have potential to develop additional revenue
streams.

Archive Restoration Project
Work with Archives Committee to generate off-air fundraising as a revision to
the PNB approved motion authorizing income transfers from the stations whose
source of funds is primarily on-air fundraising.