Minutes for the special National Finance Committee meeting May 31, 2016.

Meeting convened at 8:34 PM (ET) a quorum being present, the Chair and
Secretary being present.
--------------------------------------------------------------------------------
--------------------
Attending: Sam Agarwal (CFO), Fred Blair, Adriana Casenave, Joseph Davis, Brian
Edwards-Tiekert (Chair), R. Paul Martin (Secretary), Tony Norman, Michael
Novick, Cerene Roberts, Eileen Rosin, Barbara Whipperman, also attending was
KPFK General Manager Leslie Radford.
--------------------------------------------------------------------------------
--------------------
Agenda:

Roll Call (5 minutes)

Agenda Review and Approval (5 minutes)

State of KPFK
Report by KPFK General Manager (10 minutes)
roadblock (20 minutes)
Discussion and/or Action (20 minutes)

3.5 CFO Report Re: deficits

Adjourn 9:30
--------------------------------------------------------------------------------
--------------------

Motion: (Michael Novick) "To approve the agenda." (Passed without objection)

Amendment: (R. Paul Martin) "To add item 2A 'CFO Report Re: deficits,' 5
minutes."

Amendment: (Cerene Roberts) "To make it item 3.5." (Passed 6 for, 2 against, 3
abstentions)

Amendment as amended: "To add item 3.5 'CFO Report Re: deficits,' 5 minutes."
(Passed without objection as amended)

State of KPFK 8:42 PM (ET)

Report by KPFK General Manager 8:42 PM (ET)

The KPFK General Manager said that the CFO and she have agreed on a candidate
for Business Manager, the candidate is being interviewed, he's assured the
General Manager that he is sending his background check forms in and the KPFK
General Manager said she anticipates that the station will soon have a Business
Manager.

The KPFK General Manager said that she has sent out reports for the NFC that
show essentially the National Office figures, they are a Profit & Loss, a
Budget to Actual, and a Cash Flow projection to the end of FY16. Some
information has not been entered into the Great Plains software because she
doesn't have access to it, but they will be entered when the new Business
Manager arrives. There are notes in the Income Statement as to what the
corrections are.

She said that KPFK has accomplished a lot, they have paid off their seniority
and pension past notes, they are essentially on budget, and they are current on
all of their operating expenses. KPFK's May on-air fund raiser looks like it
will be about $80,000 over the $370,000 goal.

She said that there have been some disappointments, they haven't made the
premiums progress she'd wanted, there are too many on-air fund raiser days,
they will not get Staff back to 100% before September 1, 2016.

The KPFK General Manager said that the station has made efforts to improve its
air sound and its community relations. They had an off-air event that may have
had a thousand people attend. Their People's school of Broadcasting is getting
good publicity. The General Manager is meeting with grass roots groups. They
are getting a lot of work from volunteers. They will be having what they call a
stakeholder's meeting in July that will be a brunch with about 30 Major Donors,
she wants them to hold KPFK together. The KPFK General Manager said she is
hoping to use that to move to a more celebrity style fund raising event in
September, and that they're holding their own.

The KPFK General Manager said that getting information from the National Office
is difficult at times. The Staff being on 80% pay is a roadblock. She said they
could have started to bring back the News Department this week but KPFK doesn't
have the personnel to do it because they only have 1 people and the one person
is only 80%. She said that governance at KPFK is more involved in criticizing
destructively than criticizing constructively. She said that Staff has
sacrificed about 28% of their pay this year and only she has said "Thank you,"
to them. KPFK doesn't have any reserves. She said that next year with Staff at
full salary is major concern of hers.

Questions 8:49 PM (ET)

The Chair asked the KPFK General Manager to send the committee the list of on-
air fund raiser days.

In response to a question the KPFK General Manager said that she had been
asking the National Office for COBRA forms for vison and dental and not getting
them, and she needs someone at the National Office to reach out to the widow of
the deceased Chief Engineer and that hasn't happened, and general information
requests have not been answered. She said that she understood that the National
Office was overworked. She said that KPFK has been having to use temporary
workers and they are not familiar with the Chart of Accounts and she has asked
the National Office to make corrections but no on has had the time to do so,
she said that the Business Manager will arrive soon and he will correct the
Chart of Accounts as soon as he gets oriented. She said she would appreciate
more help. The CFO said that the National Office not supplying more help is a
Human Resources related issue, and that the skills are not there. He said that
there is no Human Resources person in-house, and sometimes there are technical
issues, and that the National Office gets Human Resources related questions
from all of the stations.

A question was asked regarding the replacement of programs that raised revenue
with programs that have not raised revenue.

Point of Order: (Cerene Roberts) We shouldn't be discussing individual programs
and programmers in open session.

The KPFK General Manager said that she agreed, and that the KPFK LSB was trying
to interfere with programming decisions by requesting that the two programs
that had raised money be returned to the air.

In response to a question regarding Management also taking pay cuts and
Administrative Expenses being cut from about $500,000 to about $360,000 the
KPFK General Manager said that Management was cut and KPFK is current on its
Operating Expenses so they're not paying penalties, they have finished the
contract for billboards and that is saving about $3,000 a month. They had been
paying for personnel for their SSTV program and when SSTV cancelled the
contract that expense went away.

In response to a question the KPFK General Manager said she was sorry to have
not gotten the financial reports to the NFC earlier. She also said that KPFK is
awaiting a decision on the arbitration of the grievances, and that the NLRB was
not involved. She said that the labor issues are all confidential.

In response to a question the KPFK General Manager said that KPFK is putting
out flyers at every event, and has people at events. They are involved with
sponsorships at music events, and they have met with grass roots groups across
the city.

Discussion and/or Action 9:09 PM (ET)

The committee discussed the KPFK General Manager's report and the questions
that were asked. A request was made for KPFK's MEMSYS data for the past two
years.

CFO Report Re: deficits 9:12 PM (ET)

The CFO told the committee that the financial situation looks quite bad,
although some of that is because there are no on-air fund raisers going on in
April. He said that the biggest surprise is that KPFA shows a deficit of about
$141,000, which he said is quite bad compared to past trends. He said that WBAI
and WPFW also showed big deficits. He said that these are alarming because
there is not the prospect that these deficits will go away at those two
stations, he's hoping the deficits will go away at other stations. He said that
not getting optimistic messages from KPFA would be a trouble sign. He said that
KPFT is not out of the woods. He said that the $550,000 consolidated deficit is
very alarming and it means that there is hardly any cash to pay the bills. He
said that we have seen that played out in unpaid Central Services fees.

The committee discussed the report. In response to a question the CFO said that
only KPFA and KPFT are currently paying Central Services fees to the Pacifica
Radio Archives (PRA); there are outstanding balances from last year. The CFO
said that KPFK's on-air fund raiser came in over goal, but the other stations
are coming up short. He said that the money being raised now would be enough to
pay the bills for only the next two or three months, he said he would give more
details in the executive session. The CFO said that cuts could result in
inefficiencies, he said he will deal with the unions on this issue. The CFO
said that income shortfall is the major topic and it has to be addressed
quickly. He said that a second aspect is Management action; a lot of
resolutions have been passed by the NFC and the PNB but not implemented.

Adjourned to executive session 9:29 PM (ET)

Submitted by R. Paul Martin, Secretary.