Pacifica National Board
Finance Committee Adjourned Meeting - September 26, 2007
MINUTES
An adjourned meeting of the PNB Finance Committee was called to order at 5:10
pm PDT by Chair LaVarn Williams on September 26, 2007 with Terry Goodman
serving as Secretary, this meeting having been scheduled pursuant to a motion
adopted on September 19, 2007. The minutes of 9/19/07 were approved.
Attendance
Present: Dave Adelson (left early), Baruti Bediako, Brian Edwards-Tiekert, Jane
Gatewood, Terry Goodman, Lonnie Hicks, Berthold Reimers, Sandra Rawline (left
early, returned at 8:05 pm), and LaVarn Williams.
Absent: Mike Martin.
Revised Agenda
1) Roll Call (5 minutes)
2) Approval of Minutes (2 minutes)
3) Next Meeting (5 minutes)
4) CFO Report and Approved 2008 Budgets (50 minutes)
a) National Office Budget Consideration
i) PRA
ii) Affiliates
iii) Fiscal 2007 Forecast and YTD Actuals
b) WBAI Budget Consideration
c) WPFW Budget Consideration
5) Financial Policies & Procedures Manual
8) New Business (2 minutes)
10) Adjournment
** Times are for guidance only **
1. Roll Call and Approval of Agenda
The agenda was revised and approved without objection on the motion of LaVarn
Williams as amended by Dave Adelson at 5:20 pm.
2. Approval of Minutes
The minutes of September 19, 2007 were approved without objection on the motion
of Terry Goodman at 5:24 pm.
3. Next Meeting
Motion from LaVarn Williams that the Finance Committee schedule a regular
meeting for Thursday, October 25, 2007 at 8:00 pm EDT.
Motion passed without objection at 5:23 pm.
An adjourned meeting was later scheduled for 9/28/07.
4. CFO Report & 2008 Budget Status
Unit budget discussions continued from the previous meeting at 5:24 pm.
4a. National Office Budget Consideration
There was discussion of the National Office budget, including the FY'07
forecast and YTD actuals distributed by the CFO by email prior to the meeting.
Motion from Dave Adelson that the PNB Finance Committee approves the proposed
National Office FY'08 budget and refers it to the PNB for adoption, with the
proviso that the Executive Director shall work with the CFO to reduce National
Office spending by 5% in a spending plan to be presented to the PNB as a budget
adjustment at its January meeting.
Motion failed by substitution
Substitute Motion from Terry Goodman that the PNB Finance Committee approves
the National Office FY'08 budget and refers it to the PNB for adoption.
Motion passed by a roll call vote.
Y: 5 (Edwards-Tiekert, Goodman, Hicks, Reimers, Willaims)
N: 3 (Adelson, Bediako, Gatewood, Rawline)
(This talley is on the motion to substitute rather than on the substituted
motion, as Adelson left the call about this time. The final vote is probably 5
to 2, but was not noted by the Secretary.)
Request from Dave Adelson (as interpreted by Terry Goodman) that the minutes of
the meeting include sufficient detail regarding amendments by substitution that
the original intent of the makers is preserved for the record.
Request granted by the Secretary without objection as a routine courtesy to the
Member in the first draft of the meeting minutes, which are subject to approval
by the Committee.
Motion to amend from LaVarn Williams (as amended on the motion of Terry
Goodman) that the PNB shall engage the services of a non-profit management
consulting firm to provide an organizational audit of the Pacifica Foundation.
Motion withdrawn or postponed without objection.
Motion to amend from Jane Gatewood that the National Finance Committee further
recommends that the PNB request that the incoming Executive Director work with
the CFO to develop the initial installment of a strategic plan, involving the
Pacifica community to the greatest degree feasible, for presentation at the
January meeting of the PNB. This strategic plan shall focus upon but not be
limited to areas of cost containment, listenership increase, and revenue
increase.
Motion withdrawn or postponed without objection.
Motion to amend by Brian Edwards-Tiekert (as amended on the motion of Terry
Goodman) that the NFC advises the National Board and national executives that
it finds the Pacifica network's financial situation precarious, that the
Pacifica National Office's budget is based on optimistic income assumptions in
several local station budgets, that there is a significant probability the
Pacifica National leadership will have to make significant expense reductions
in multiple network divisions in the near future, and that they should plan
accordingly.
Motion withdrawn or postponed without objection.
4a(i) PRA
Discussion of the Pacifica Radio Archives was included in the discussion of the
National Office budget.
4a(i) Affiliates
The CFO will have details of the Affiliates program portion of the National
Office Budget and a financial impact statement related to the proposed
restructuring of this department ready for the September PNB meeting.
Discussion of personnel details is postponed to closed session.
4a(iii) Fiscal 2007 Forecast and YTD Actuals
A CFO report reviewing the FY'07 forecast and year-to-date actuals was
incorporated into the discussion of the National Office budget.
4b WBAI Budget Consideration
Baruti Bediako reported LSB approval of WBAI management's FY'08 proposed
budget, with stipulations (see Appendix A).
Point of order from Terry Goodman that detailed consideration of the WBAI LSB's
budget stipulations is beyond the proper scope of the PNB Finance Committee.
Well taken.
Motion from Baruti Bediako (as amended on the motion of Terry Goodman) that the
PNB Finance Committee approves the WBAI FY'08 budget with the financial changes
resulting from application of the stipulations outlined by the WBAI LSB
approval of the revised management budget.
Motion failed by substitution.
Motion from Berthold Reimers that the PNB Finance Committee recommends
rejection of the budget approved by the WBAI LSB and recommends a $200,000
reduction in projected income and a matching reduction in authorized expenses.
Motion failed by substitution.
Motion from Lonnie Hicks that the PNB Finance Committee recommends that WBAI
management prepare a recovery plan for approval by the WBAI LSB and subsequent
review by the PNB Finance Committee and PNB by December 1, 2007.
Motion ruled out of order.
Point of order from Berthold Reimers that the motion is beyond the scope of the
agenda item and not proposed as an amendment or substitute, so requires
separate consideration.
Well taken.
Ruling of the Chair that the Committee must dispose of the motion on the floor
to approve the WBAI budget as approved by that Local Station Board prior to
consideration of a budget not approved by the Local Station Board.
Appeal from Brian Edwards-Tiekert.
Appeal withdrawn without objection.
Substitute Motion from Brian Edwards-Tiekert (as amended on the motions of
Lonnie Hicks and Terry Goodman) to provide a detailed committee recommendation
regarding the WBAI budget.
Motion passed by a role call vote.
Y: 4 (Edwards-Tiekert, Goodman, Reimers, Williams)
N: 3 (Bediako, Hicks, Rawline)
The actual text of this motion as approved was incorporated as a proviso to the
Committee's approval of the WBAI budget, so appears within that motion,
immediately below.
Motion from Lonnie Hicks that the PNB Finance Committee approves WBAI
management's proposed FY'08 budget and refers it to the PNB for adoption with
the proviso that the PNB and Pacifica Management:
1. Require immediate implementation of all cost reductions in the FY 2008 WBAI
budget proposed by station management,
2. Impose an immediate hiring freeze at WBAI for employees and contractors,
3. Impose a wage freeze at WBAI, applied only where such a freeze would not
violate the terms of any employment contract or collective bargaining
agreement,
4. Impose a freeze on all discretionary spending (as identified by Pacifica's
CFO) at WBAI, and
5. Require WBAI, as a condition of lifting the freezes enumerated under items
2, 3, and 4 above, produce a contingency/recovery plan that includes the
following elements:
a) An FY 2008 budget whose revenue forecasts are based on demonstrated
ability to raise funds, whose expenses include a payback of at least $50,000 in
outstanding debt to the Pacifica National Office, whose accompanying cash-flow
forecast leaves WBAI with at least one-half of one month's operating expenses
in unrestricted cash at the end of the fiscal year, and which does not
contemplate using restricted grants to fund unrelated operating expenses,
b) A contingency plan that identifies an additional $150,000 in spending
cuts that can be implemented if WBAI fails to reach its revenue targets, and
c) Proposals for long-term strategies for increasing revenue and/or
reducing expense.
Motion passed by a roll call vote at 10:11 pm.
Y: 4 (Edwards-Tiekert, Goodman, Hicks, Rawline)
N: 2 (Bediako, Reimers)
4c. WPFW Budget Consideration
There was discussion of the budget approved by the WPFW Local Station Board.
Motion from Lonnie Hicks that the PNB Finance Committee approves the WPFW FY'08
budget and refers it to the PNB for adoption.
Motion passed without objection at 10:19 pm.
4d. KPFA Budget Consideration
Item completed in the meeting of 9/13/07 and removed from the revised agenda.
4e. KPFK Budget Consideration
Item completed in the meeting of 9/19/07 and removed from the revised agenda.
4f. KPFT Budget Consideration
Item completed in the meeting of 8/29/07 and removed from the revised agenda.
5. Financial Policies & Procedures Manual
Consideration postponed by meeting adjournment.
6. Motions Approved in July PNB Meeting
7. Motions Referred to NFC by PNB
These items were removed from the revised agenda as approved.
8. New Business
Consideration postponed by meeting adjournment.
9. Adjournment
The meeting was adjourned without objection on the motion of LaVarn Williams at
10:22 pm PDT to a time certain of 7:45 pm EDT on Friday, September 28, 2007,
which meeting shall be a closed session primarily regarding personnel and legal
matters.
Terry Goodman, Secretary
These minutes were approved on 11/29/07.
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Appendix A - WBAI LSB Budget Approval
Motion to Approve Proposed WBAI Fiscal Year 2008 Budget with Stipulations
The LSB approves the WBAI Fiscal Year 2008 budget submitted by management with
the following stipulations:
1. Recommends that, working with the Treasurer, the IGM revisit
the salary, benefits and pension lines to ensure that the numbers which are
presented accurately reflect the contractual amounts, including vacation and
other leave time, and that any proposed cuts be in compliance with the AFTRA
[paid staff union] contract and in consultation with AFTRA and USOC [Unpaid
Staff Organizing Committee] as all staff are affected by internal changes.
2. The board will revisit the budget process in 6 months and again
in 9 months with, in addition to its required monitoring, the specific purpose
of reviewing income and expenses to determine whether there is any excess
income. Such excess shall be returned to the staff as follows: first,
restoration of 50% of any rollback or lost positions; second, a 100% increase
in the hours of a development professional - there are 10 hours in the current
budget draft; third, restoration of the balance of any rollback or lost
positions; fourth, a payback of the monies owed due to any rollback; fifth,
payback of deferred cost-of-living-adjustment; and last an increase to full-
time for the development professional.
Proposed Amendments to Budget Motion
3. The proposed reductions in employee expenses will be deferred
until at least December 1, 2007, during which time the National Finance Office
will assist the LSB in obtaining long-requested financial information, and the
LSB will work with management, staff and the two unions to review budget
assumptions and develop proposals for increased revenues and reduced expenses.
Based on this information and any such proposals, the LSB and PNB will revisit
the budget by January 15, 2008.
4. If general salary cuts are implemented, they shall apply
equally to all station employees.
5. The salary for the permanent General Manager position shall be
limited to the advertised rate of $65,000 annually until salary or staff cuts
implemented during this fiscal year are reversed.
Above is the motion that the LSB passed in response to management's proposed
budget. Items 3 and 5 effect the bottom line by increasing expenses by a net
amount of approximately $7,000 (3 increased expenses by approximately $12,000
and 5 reduces expense by $5,000).
Thanks
Baruti