Minutes for the regular National Finance Committee meeting July 25, 2017.

Meeting convened at 8:36 PM (ET) a quorum being present, the Chair and
Secretary being present.
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Attending: Ken Aaron, Chris Cory, Bill Crosier, Nick Economidis, Sabrina
Jacobs, R. Paul Martin (Secretary), Mansoor Sabbagh, Nancy Sorden, Alex
Steinberg (Chair), also attending were PNB Secretary Akio Tanaka and WBAI
General Manager Berthold Reimers.
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Agenda:

Roll Call (2 minutes)
Approve agenda (5 minutes)
Approval of Minutes (10 minutes)
Report on the Empire State Building (10 minutes)
Continuation of review of Profit & Loss statement (60 minutes)
Clarification of WBAI items
KPFA
PRA
National Office
Consolidated
New business. (15 minutes)
Adjourn 10 PM (ET)
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Motion: (Ken Aaron) "To approve the agenda." (Passed without objection as
amended)

Amendment: (Bill Crosier) "To add 'Report on Empire State Building' for 10
minutes' after 'Approval of Minutes.'" (Passed without objection)

Amendment: (R. Paul Martin) "To make the 'Approval of Minutes' item 10
minutes." (Passed without objection)

Approval of Minutes 8:45 PM (ET)

Motion: (R. Paul Martin) "To approve the minutes of the January 17, 2017
meeting." (Passed without objection)

Motion: (R. Paul Martin) "To approve the minutes of the June 13, 2017 meeting.
(Passed without objection)

Motion: (R. Paul Martin) "To approve the minutes of the July 11, 2017 meeting.
(Passed without objection)

Report on the Empire State Building 8:48 PM (ET)

The interim Executive Director told the committee that he, the CFO, the lawyer
who is doing pro bono work for Pacifica on the Empire State Building (ESB)
lawsuit issue and that lawyer's associate met today with two lawyers
representing the Empire State Realty Trust (ESRT) which is the company filing
the lawsuit. The interim Executive Director said that there is nothing to
report. The ESRT lawyers did not offer a settlement but just asked questions
about why Pacifica couldn't come up with more money to pay the rent arrearage.
They asked things like why not just do a frequency swap. The interim Executive
Director pointed out that the ESRT lawyers had asked for this meeting. The
interim Executive Director said that there was the potential to have more
meetings before the judge in this case.

The committee discussed the interim Executive Director's report. The interim
Executive Director said that we may need to give the ESRT lawyers more
documentation regarding Pacifica's finances; he said that the PNB will need to
discuss this in executive session. In answer to a question the interim
Executive Director said that Pacifica hasn't gotten an official appraisal on
the Berkeley property yet, although one has been requested. There is an
unofficial appraisal of it. He said that he'd be following up on this with the
KPFA General Manager.

Continuation of review of P&L statement 9:00 PM (ET)

Clarification of WBAI items 9:00 PM (ET)

The Chair asked the WBAI General Manager about the questions raised at the last
NFC meeting about the WBAI Profit & Loss Statement. The General Manager said
that he didn't know why the deficit for the last Profit & Loss Statement was
lower than the previous one. He said that he also has complained about almost
all of the WBAI revenue being lumped into the "Listener Support" line, and he
said that the "Grant Income" of $35,000 was from a partial payment from the
Boulton Family Trust. He said that WBAI should get another $450,000 from that
bequest, but he couldn't say when that money might be forthcoming. He said that
although he hadn't shown up at the last WBAI local Finance Committee meeting he
had given some financial information to the "Programming Manager" consultant to
give to the local Finance Committee, but that consultant didn't give it to the
committee. He said that most of the financial information comes from the
National Office, and that he doesn't have a balance sheet, but has a basic cash
flow. He said that he did not know why the National Office hadn't booked the
past four months of "Tower Rent" properly on line 92 in the Profit & Loss
Statement. He said that there is a $36,000 legal fee shown in the Profit & Loss
Statement for October and that he has no idea what that is about.

The committee discussed the WBAI General Manager's clarifications. A written
response from the General Manager was requested. There was a discussion of
getting the details of WBAI's "Tower Rent" accruals and payments correctly
entered. The WBAI General Manager said that today he had asked the KPFK
Business Manager, who handles WBAI's finances, to rectify the revenue details.
The interim Executive Director asked the WBAI General Manager to send him the
original invoices and he'd make sure it all gets entered correctly. In answer
to a question the WBAI General Manager said that he thought that the actual
"Listener Support" was about $1.2 million. There was a discussion about the
difference between the WBAI budgeted daily on-air fund raiser tally and the
actual tally. The WBAI General Manager said that the daily tally projected in
the FY17 budget which had been approved by the NFC had been adjusted since
then, but he didn't know who had adjusted it. There was a discussion of the
WBAI General Manager using different accounting software from the rest of
Pacifica. It was noted that WBAI has not had an in-house Business Manager for
five or six years. There was a discussion of WBAI hiring consultants. The WBAI
General Manager said he would send the committee a spreadsheet showing all the
consultants hired from October 2014, to date. During the discussion the General
Manager said that WBAI had been off the air for about two days in the past four
months.

KPFA 9:53 PM (ET)

The KPFA Treasurer did not have a report. It was suggested that this be taken
up at the next meeting.

PRA 9:55 PM (ET)

The interim Executive Director said that the Pacifica Radio Archives (PRA) was
doing well and the affiliates are too. He said that maybe PRA is doing better
than the stations, overall revenue is up a bit. He said that PRA is supporting
the stations with premiums. The interim Executive Director said that the Profit
& Loss Statement doesn't show cash flow and cash flow is what's hurting the
National Office; he said that the Profit & Loss Statement shows accrued Central
Services and the National Office is not getting that revenue. He said that the
National Office still has some money left from audit on-air fund raiser but it
is not enough to pay for the FY16 audit.

There was a discussion of the interim Executive Director's report. He said that
the National Office has new part time Human Resources consultant. He said that
this person has been there for two weeks and can help with benefits, retirement
and COBRA.

Consolidated 10:00 PM (ET)

The interim Executive Director said he had nothing to say about the
consolidated Profit & Loss Statement. He said it's showing a net revenue of
about $500 million now. He said he's making sure finances are reported
properly. He said that in Pacifica typically revenue is not as high in the
second half of a fiscal year. He said that the surplus will decrease and some
expenses have not been reported, like the WBAI tower rent. He said that the
National Office is worse than indicated because Central Services have not
actually been paid. There was a discussion of the consolidated part of the
Profit & Loss Statement.

Motion: (Mansoor Sabbagh) "To adjourn." (Passed without objection)

Adjourned 10:07 PM (ET)

Submitted by R. Paul Martin, Secretary.