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Executive Committee Meeting Minutes – October 13, 2014

Present:  Joe Estivill, Markus Lowe, Cleveland Dietz, Kelly Wherley (recorder).

  1. Agenda was set.  We discussed the details of what needs to happen for the Personnel Committee.  Additionally, we discussed logistics for the retreat.  We discussed some of the different options that we have for having an audit done for the station—the price tag for which is likely to be a bit more than what we had budgeted for.

Board of Directors Meeting Minutes – September 22, 2014

WFHB BOARD OF DIRECTORS

BOARD AGENDA FOR SEPTEMBER 22nd, 2014

Hooker Conference Room, #245, City Hall

201 N. Morton St., Bloomington, IN

Last month’s minutes—include link to them here.

Present:  Cleveland Dietz, Dorothy Granger, Rich Reardin, William Morris, Joe Estivill, Alycin Bektesh, Sheryl Mitchell, Pamela Davidson, Markus Lowe, Kelly Wherley (recorder), Louis Malone, Darin Bagley, Joe Crawford.

  1. CALL TO ORDER / ATTENDANCE OF BOARD MEMBERS
    1. Called to order at 7:05.
  2. MEET THE DEVELOPMENT DIRECTOR/REPORT
    1. Dorothy Granger discussed various ideas and priorities that have been discussed with her since coming aboard which were enumerated in her handout.  We discussed the importance of underwriting and programs to inform businesses and outlying communities of WFHB and the possibility of getting Dorothy an office—but she’s quite happy where she is for now.  We are all very excited for Dorothy to help the station and we welcome her whole-heartedly.
  3. NEWS SUMMIT REPORT
    1. Alycin says that the 48 page report is almost ready.  She had a small packet for folks to read which outlined attendee data, Big Ideas attendance and participation, volunteer training tracks, and governance model.  Also discussed was department structure and the organizational chart was distributed along with the established training tracks—some of which have solidified recurring dates and others need to be established.  The distinction between news and public affairs was discussed throughout the summit and Alycin thinks that having two separate departments might be the route to take.  Activate and Volunteer Connection have been merged into one segment, and the Daily Local News and its format/focus were also discussed.  It’s clear that not just the staff but also volunteer producers are over-extended in terms of their involvement.  Alycin’s conclusion/recommendation would be to split the News and Public Affairs Departments and make a producer position a part of the staff. Joe Crawford added that the opportunity for feedback on the news shows was a real benefit of having the summit.  Sheryl asked about the departure of Helen Harrell and Carol Fischer and the status of BloomingOUT and Alycin says KBOO out of Portland, OR is a potential partner in that. There are a lot of philosophical questions surrounding the shows, their production and what shows receive priority.  Markus Lowe asked about the process for decision making as it pertains to all of the questions facing the News Department and there are no easy answers.
  4. REVIEW / APPROVAL OF MINUTES
    1. Some changes were made—Pamela Davidson helped Kelly Wherley couch things with more posterity in mind, purchase guidelines were included as they were read, and last names were included (Joe Crawford vs. Estivill, etc.).  Pamela Davidson moves to approve and Sheryl Mitchell seconds.  Minutes pass.
  5. GENERAL MANAGER’S REPORT
    1. We discussed Lotus Live CDs and stocking them at the Lotus store and we noted the need to have plenty of CDs on hand for the Sunday concert as well as all the others because the pickings were pretty slim by Sunday.  Pre-drive notices have been sent out and checks have begun to come in.  The News Room got approved at the August 26th meeting.  Cleveland is going to put off pursuing outdoor speakers because of the cost involved—Markus suggested submitting a written proposal regardless of cost or priority.  CPB notified that WFHB has been reclassified from a class-b station to a class-d station.  Cleveland is not entirely sure of the ramifications of this reclassification but it brings their donation to us from 72K to 57,580 plus incentives.  Also, in 2016, in order to retain the CPB money, we’d need to be a station that makes 300K without that support.  Cleveland will talk to Debra and send updates to the board.
    2. Cleveland submitted the full application to the ServeIT folks to get the list of things we wanted done with them and he’s confident the spring semester will find progress on these.
    3. The move of Jim Hightower did not produce much of a reaction from the listening audience.
    4. We ended up with about 40 tickets left over from Lotus Fest.  Lotus was not willing to buy them back.  There are things we can do for next year—which might include reappropriating some of the costs of fund drive to other initiatives, like sponsoring a stage or bringing in some big-name artists to the Acoustic Roots Festival.  Markus suggests re-evaluating what we did this year to account for the lack of sales rather than scrap the incentive altogether.   We also need to make sure our communication/relationship with Lotus is strong—Lotus has a brand new director and change has been afoot everywhere.
    5. Sexual Harassment situation:  Joe Estivill wants to make sure that we have proper documentation for the situation and have followed proper protocols.  Cleveland notes the need for a grievance policy and a separate sexual harassment policy because the aggrieved didn’t know the proper channels to report the incidents.
    6. BloomingOUT iTunes situation:  The BloomingOUT folks have left the station over an iTunes podcast dispute.  Cleveland reports that the account has been fixed and Joe Estivill stresses the need to inform them that this is the case.  Markus reports that he wasn’t informed of the problem prior to August 1st of 2014.
  6. COMMITTEE REPORTS
    1. Executive Committee

i.      Guidelines and classifications from CPB are coming shortly and we’re going to need to pay for an audit of the station.

ii.      We’re looking into whether or not the Development Director should be on the Finance Committee.

  1. Finance Committee

i.      Mostly looking at clarifying small discrepancies in budgeting numbers.  Cleveland is happy that we’re on budget for the year.

ii.      We curious about the details for the CPB audit.

iii.      They were working on ways to turn the extra Lotus tickets into

iv.      The Fundraising goal is 45K plus an aggressive underwriting focus of 18 potential buyers.

v.      The Finance Committee was handed a list of names to call to encourage them to donate and to “tell ten!”  Please make the calls by Friday, September 26th, 2014.

vi.      Cleveland requests that if anyone finds out that an active Participating Member is no longer participating, please tell Cleveland.

  1. Policy Committee

i.      Policy Committee has been working on revising the governance document.  Markus distributed drafts for review and the next meeting will be in three weeks and edits/comments to Cleveland Dietz for consideration/inclusion.  Items will include revised organizational structure and job descriptions.  Markus is hoping to be able to vote on the changes at the October 27th Board Meeting.  Please have comments submitted by Friday, October, 10th.  They’re also drafting a revised grievance policy.

  1. OLD BUSINESS
    1. Board of Directors Operations Manual

i.      No updates yet.

  1. CATS / News Department

i.      MOU:  Cleveland has asked Michael White about the $1200 annual rental fee and whether in-kind donations of underwriting would cover that fee or if it included some other service and has not yet received an answer.  Michael White had indicated that once Sarah retired the nature of the in-kind contributions may revert to only use of space, but Cleveland doubts this would turn out to be true.  Clarifications are forthcoming.  We have discussed the possibility of having a board member sitting in on those discussions.  With the completion of the news room addition we may not be in need of space from the MCPL but it never hurts to explore these options.

  1. Equipment Audit

i.      Cleveland has finished the application and we’re waiting for the IT folks to make a move.

  1. Marketing Committee Proposal

i.      William reports:  He hasn’t been able to give it the time that he would’ve liked.  He would like to reach out to a number of constituents, and focus quite a bit on the youth and impoverished areas, but after his conversation with Dorothy (who indicated incorporating William’s ideas into her gameplan) he thinks these kinds of initiatives should probably live in an already existing committee.  Markus suggest the finance committee could take on some of these priorities as well.

  1. NEW BUSINESS
    1. Fund Drive

i.      There are catching shifts available and pitching training is required for on-air personalities.

ii.      Things that are changing:  There are not going to be show goals—every show has a goal in the context of the whole day goal, but not every show has a goal.

  1. Visioning Meeting

i.      Joe Estivill would like to plan a Saturday or Sunday in October or early November so that folks can come together and help envision what WFHB can become in the future.  Distinctions between vision/planning/mission were had.  Dates were discussed and nothing was set in stone—late October through early December were all potential.  William Morris asked about taking out an ad for the NAACP convention program which is taking place in Bloomington this year:  according to William, ad space was $60 for a half-page ad and Cleveland indicated that we could afford this.

  1. Joe Estivill’s administrative note:  If committee meeting dates are going to change, please ensure these changes are reflected in the online meeting calendar.
  2. Activate Personnel Nominating Committee to produce Policy on nominations and hiring  / General Manager Evaluation

i.      Open Session Meeting:

  1. Organizational Chart:  Pamela Davidson asks if the organizational chart is a draft (yes) and she suggests using dotted lines for lines from the directors to the committees over which the directors have no actual authority.  Additionally, Pamela floated the Sophia Travis fund as a potential funder for some of the radio station’s initiatives.  Cleveland is working with Dorothy on these types of things and Pamela reminds us of the importance of, in addition to raising funds for the station, raising funds for particular causes (which benefit the station as well) are also important.

ii.      Cleveland states that the Personnel committee could use another member (and to have potential members for the board ready early for election in June) and also to solicit Rich Reardin’s feedback as his experience as an applicant for the Development Director position would be valuable to this committee.

Finance Committee Minutes – September 17, 2014

Attending: Cleveland Dietz, Jean Hollinger, Joe Estivill, Mark Lowe

Call to order 6:10pm

Old Business

  1. Audit vs transmitter question

    1. Audit is critical now. CPB funding requires Audit, so Audit is required this year

    2. Need to clarify dates for Audit requirement (and length of years)

    3. Need to clarify the re-classification

    4. Station will need to raise $300k per year to get back to full CPB funding. $208k current budget so would need additional ~$98k to reach Level B

    5. Bring to board – What is bare minimum for CPB, and what is required minimum for grants? [Cleveland]

  2. Development director

    1. Joe – does development director need to be on Finance Committee?

    2. Mark – let Dorothy know where numbers are and ask if she wants to be on the Committee

  3. Lotus Fund Drive recap

    1. Received $9k, but up $1k (estimate)

    2. Cleveland to make call to Lotus tomorrow and get with Jim on how we can get rest of tickets off our hands.

  4. Development Director update

    1. Dorothy Granger hired and working. Meeting and greeting everyone.

    2. Lotus CDs at Spring Hill and BCT Box Office ($6/$4 split, $.90 to make)

    3. Weekly 1-1 meetings for a development plan.

    4. Participating in conversation with Youth Services Bureau grant

    5. Raymond Foundation grant too

    6. Honda Foundation grant

  5. Audit vs Translator from board (see #1 previous)

New business / Strategic

  1. Credit card: Mark – look for better CC with better rates and incentives

Review monthly statements

  1. Analyze current finance

    1. Good chance of meeting budget for Membership Inc and Underwriting

    2. Follies brought in $550

    3. More than 55 people so seems the tickets were sold at less value (?)

    4. Development director money has not appeared yet

    5. Expense issues

      1. Advertising = Joe Lamantia work from last year

      2. Internet services = verizon account not yet closed

      3. Dues & Subscriptions = old bill from last year PRX

      4. Accounting = budgeted for audit

      5. Engineering = power supplies

      6. Building = HVAC

      7. Computer supplies = Grant money from BCCF for equipment for BC Hour

      8. Office = Printer expense and toner

  2. Highlights for board

    1. Cleveland – Close to actual budget on a very ambitious budget

    2. Mark – Concerns on angel donors bringing in money

    3. All – Concerns on audit – need details, etc. to make an informed decision

    4. Mark/Joe – Flip Lotus tickets into a positive – give to vols, donors, partners, etc.

Adjourn 7:10pm

Policy Committee Meeting Minutes – September 8, 2014

Present: Richard Fish, Cleveland Dietz, Markus Lowe, William Morris (Joe Estivill sat in too)

Absent: Hondo Thompson

  1. First question was how much the WFHB Organizational Chart should entail? i.e. should committees be on the chart? If committees are on the chart, does that imply they have authority within the Line of Authority?  Is it veto power?  Advisory role?
    1. What position did Board reach regarding Committees and their place on the organizational chart?  Are committees advisory or something else?
    2. RF asked “what do News Director and Music Director think?”
    3. CD: At first, Committees had review control, i.e. review shows/programs for air-ability.  The News Committees (Public Affairs impact) screen shows to present to Alycin.  In Music, however, has been different.
    4. ML: Bottom-line question: should we add Committees to the Org. Chart or not?  Does their presence on the chart reflect a hierarchy?  Is Cleveland a tie-breaker?

CD: The situation (tie-breaking) has never arisen, but it’s good to have a mechanism.

RF: Is News Director head of News Committee? And, is Music Director head of Music Committee? No.

CD:  Having Committees on chart is a good visual aide to see where committees are in the overall construct of Organization.

ML:  There are times when Committees work parallel with GM, or the Board can put Committees anywhere on the chart that they want.

  1. Question of Committee Names, ie changing “Production Volunteers” to “Production Volunteers Staff”
  2. GJ/RF: distinguishing between “Volunteer Staff” and “Volunteer Supervisor Staff”

REVIEWING CHART

  1. Production Manager      – okay
  2. Development Director   – okay
  3. Facilities Committee       – okay
  4. CHANGES – i.     “Fundraising Committee up to spot between Development Director and

Facilities Committee”

  1.                       ii.      Change “Production Volunteers” (under Production Manager) to “Production

Volunter Staff”

  1. Music Director – i. use “DJ” (not programmer)
    1. change “Live Music Production” to “Live Production Engineer”

iii. add another line under “Live Production Enginner”: “Library Volunteer Staff”

  1. News and Public Affairs Committee and News Director are next to other              – okay

i.On line under News Director there’s a question of how “producers, reporters, and engineers” should be structured, but different shows are structured different ways …. So, maybe call them “NPAC Volunteer Staff” … same with the “Music Volunteer Staff” and do away with distinctions.  Final chart would reflect “News Director” down to “Producers” down to “NPAC Volunteer Staff”

ACTION:  Cleveland will make changes and re-circulate

  1. Job Descriptions – Richard re-formated and merged info in suggested descriptions – BIG help
    1. a.       General Manager

i.      IB – Under “Personnel Management” GM does not really recruit, choose and appoint volunteers.  In fact, all paid staff perform this job.

ii.      RF added 4th “qualification” – “Experience with, and a good working knowledge of….” – okay

iii.      Under “Supervisory Relationships” – The word “all”; GM doesn’t have to “train” and “supervise” – just see that volunteer activity gets done

iv.      JE: who follows up with underwriters?  Billing?

-GM is ultimately responsible to see that matters pertaining to fund-raising; s/he can delegate as s/he sees appropriate.

v.   #7(c). – trying to add something regarding interaction/dealings with Landlord.

Question: should language be generalized to cover “works with appropriate

representatives to maintain compliance with all leased property.”

vi.#8(c) – superfluous comma at end

vii.  Question: to what extent does GM “oversee volunteer meetings”?  Is this a

personnel management item (under Section 1), i.e. “ensures that volunteer

membership meetings are held as required by station by-laws and policies.”

viii.  ML: re-checking old GM description to be sure “duties and responsibilities”

have been incorporated into this new description.

 

  1. b.      Development Director – content okay, but we may change format.

 

  1. Question: Can things be done off-line?  Should we meet every two weeks?

Agreement:  Let’s try and do more online.  We only have three more positions to consider – Development Director, Production Manager and Chief Engineer.

  1.  Ahead:  two other positions and grievance procedure.

Board of Directors Meeting Minutes – August 25, 2014

WFHB BOARD OF DIRECTORS

BOARD AGENDA FOR AUGUST 25th, 2014

Hooker Conference Room, #245, City Hall

201 N. Morton St., Bloomington, IN

Present:  Joe Estivill, Pamela Davidson, Louis Malone, Cleveland Dietz, Maria McKinley, Rich Reardin, Markus Lowe, Sheryl Mitchell, Kelly Wherley (recorder), Richard Fish, Carolyn VandeWiele, and Darin Bagley.

  1. CALL TO ORDER / ATTENDANCE OF BOARD MEMBERS
    1. Meeting called to order at 7:04pm.
  2. REVIEW / APPROVAL OF MINUTES
    1. Sheryl moves to approve and Maria seconds.  Approved.
  3. PRESIDENT’S REPORT
    1. No report from the Prez.
  4. TREASURER’S REPORT
    1. Markus reports that the Finance Committee met last Wednesday.  Finance Committee will meet third Wednesday of every month.  The minutes from their meeting will be distributed and will be the best indicator of how they (the committee) are performing, their members, and their priorities.  The Board should take a look at these minutes and see if they have any questions.  Pam comments:  Matchstick is over.  They were using some money that dried up and our donor base may still be in it.  A good question is what the board would be expected to look at from a month-to-month basis.  Pam asked whether or not anything is awry on the statements and Cleveland re-iterated that there’s a quickbook’s error that is making an amount-due mistake that they’re trying to work out with Stampfli.
  5. GENERAL MANAGER’S REPORT REVIEW
    1. Cleveland reports that he and Markus are having breakfast with the Ivy Tech chancellor and Paul to talk about space.  Pamela talked about Paul’s obstinancy (especially concerning vending at events) and Cleveland says that the relationship has changed dramatically for the better since the change in management—for the better!  Outdoor space is going to be on the agenda as well as the outdoor speakers.  Joe asked about the cost for commercial surge protectors and it sounds like they’re about $600/a piece (Jeffrey Morris’ estimate without having looked into it) and we wouldn’t need to buy more than two.
    2. Development Director: Dorothy Granger has been offered the Development Director position and she’s going to start full-time on September 8th.  Scott Hutchinson got a superior job offer and took it.  Dorothy won’t be here for Fall Fund Drive, though, due to a prior travel commitment.
  6. COMMITTEE REPORTS
    1. A note from Joe:  We’re looking to have committee meeting minutes sent out prior to the Board meeting.
    2. Executive Committee

i.      Met for the first time this month and produced the agenda.  They also talked about the Ivy Tech breakfast and the News Summit presentation to the board.

  1. Finance Committee

i.      Contained in Treasurer’s Report.

  1. Policy Committee

i.      Had initial meeting two weeks ago.  Markus, Cleveland, Brother William, Rich Fish, and Hondo attended.  Minutes have been posted to the website.  By-Laws are a tougher conversation.  Proposed changes, if any, will be sent out in April during the Nominating Committee announcements to give everyone a chance to look them over prior to the Annual Meeting.

  1. OLD BUSINESS
    1. Board of Directors’ Operations Manual

i.      Markus is going to knock this one out.  Cleveland sent it out as a starting point—it’s very old and redundant and Markus will send out a cleaner copy.

  1. CATS / News Department

i.      The next step in this potentiality is to figure out what they would actually want from us in order to make this happen.  Apparently we can get dedicated phone lines so that’s good.  Markus recommends going big in terms of our ask and then shrink it if need be.  Having a shared server at the library is also a bit of an obstacle but getting to Pongo shouldn’t be a problem if you go through smtt:

  1. Status of Development Director

i.      See above (V. b.)

  1. Equipment Audit

i.      Sounds like a team of students are going to do some work for us (running cable, for example) and having the audit will be nice to have in terms of future budgeting and the insurance agencies will be happy to see an equipment list.

  1. Guideline for making local purchases

i.      Read aloud by Louis Malone:  Passes unanimously

  1. Marketing Committee Proposal

i.      William Morris not present

  1. Ivy Tech Green Space – Speakers

i.      They’ll ask Chancellor Vaughn about this tomorrow at the breakfast.

  1. NEW BUSINESS
    1. Cleveland Dietz application to Leadership Bloomington-Monroe County

i.      Cleveland is going to withdraw the request until next year.  He’s not sure that, fiscally, it’s the move to make at this point.  The sudden expenses incurred this year make an expenditure like this a little tough.

  1. News Summit Report  (Louis Malone)

i.      The full report is not yet out.  A quick synopsis shows that around 75 individuals attended at least one session.  Some topics were more interesting than others.  One notable cancelation is the Porch Swing.  This was inevitable as it doesn’t have a producer.  Also, Activate and the Volunteer Network are being combined into one.  The mission statement is under construction—there are three different drafts of the mission statements that will be sent to NPAC when they’re finalized.  Sustainability of the News Director position is also being discussed.  Programming finds focus on the Daily Local News and other potential new shows.  Training and recruitment are also central focal points.  There is a flow chart that demonstrates the various skills that are necessary to become, say, a producer.  Finally, facilities has also been a focus and there’s a list of about ten important purchases/acquisitions which will be necessary for the News Department to function better.  Louis says the attendance waned a bit in the last week but overall it was well attended and lots of passionate discussions were had.  Rich added that he attended a programming session and said that there’s often a desire for volunteers to produce a show but there’s no room for them.  He suggests that using the internet for podcasting and the like would be a great way for folks who want to produce a show but don’t have a slot available to them.  Pamela spoke about the advantages of podcasting.  Markus remarked that he was impressed with the training work that had been done and also that perhaps Alycin might want to wait on the News Department governance documents until we see what shakes out of the Policy Committee meetings and decisions.  Louis re-stated the focus on podcasting too—it’s a great audition space for folks.

  1. Development Director

i.      Cleveland and Joe had a conversation about the nature of CATS and if the DD could rock 10K for the station, we could drop Joe from doing this and he could be free to work on more station-centered business.  Pamela talked about WTIU getting a significant portion of their revenue from production.

  1. Quarterly Meeting

i.      Happening on Saturday, September 6th at 12:15pm.  Cleveland is shooting for the MCHC and Joe has offered the Player’s Pub if that doesn’t work out.

  1. Fund Drive

i.      Cleveland would love to have all of the board members in at some point before the fund drive to record a testimonial.  He’s also trying to get long-time underwriters in to record testimonials.  We’ll have to schedule times so Cleveland is going to e-mail everyone individually.  Joe asked about having board members calling volunteers to remind them about fund drive and to thank them for their service and to ask them to “tell ten.”  Rich Reardin suggests incorporating something similar to the ice bucket challenge as it’s been a really popular and effective fund raiser.  Sending an e-mail out to the volunteership asking for ideas is a good idea.  General discussions concerning ideas or events that could possibly go viral and help raise awareness were had.

  1. Markus moves to adjourn, Sheryl seconds.  Adjourned at 8:25pm.
  2. UPCOMING MEETINGS
    1. September 22nd, 2014
    2. October 27th, 2014
    3. November 24th, 2014

Finance Committee Minutes – August 20, 2014

Present:

  • Cleveland
  • Markus
  • Sara
  • Jean

Formation of committee roles:

  • Brief introductions by all around
  • Markus established as Secretary
  • Jean established as Chair

Finance experience:

Cleveland began by asking if we had any previous experience with Finance Committee?

  • Mark – no experience other than previous as a GM
  • Sara – has experience with Youth Services Bureau working as finance manager and member of Finance Committee IACAR
  • Jean – no experience

Current process

Look at the current budget process and accounting processes:

  • Current budget was created by Joe (acting board treasurer), Sara (finance committee), and Cleveland
  • Budgets are approved by Board
  • FY 2014 is June 1, 2014 to May 31, 2015
  • Accounting process
    • Use Quickbooks software matched to budget
    • Put in monthly expenses
    • Reconcile each month
    • Quarterly taxes and annual taxes through Stanfly (sp?) Accounting
      • $150 every 3 months
      • $1000 for annual submission

Duties of committee

Discussion on what role we thing the committee should play, beyond the stated/defined goal in the committee document.

  • Sara – Noted that Committee and report usually includes Highlights of finance / areas of interest, strategic planning of finance, and discrepancies in the budget
  • Cleveland – Favors highlights over line by line reports
  • Mark – agreed
  • Cleveland – one duty is analyzing data; another is financial guidance/oversight
  • Sara – strategic financial planning; looking at the horizon
  • Cleveland – concerned of a really large expense, transmitter outage, etc.
  • Jean – in favor of establishing a “rainy day” fund to account for this concern/risk
  • Mark – we don’t have to budget for zero, we can budget for a surplus
  • Sara – noted other organizations have looked at how many months of operating cost they want to cover for rainy day and try to quantify that

Budget walkthrough

Cleveland explained the current budget aspects

  • Not a whole lot of modification from last year
  • Additions include: Extra staff for dev director, furnace replacement, and independent audit
  • Offset by increase in underwriting from dev director work to be realized
  • Almost everything else is based off last year’s expense

Budget observations

  • Mark – We could reduce Program Fees to offset some costs and move the Asst News Director to restricted fees
  • Translator purchase – $4-$5k replacement – Was not budgeted for
    • Jean – Can we write a grant for another item and move money to translator
    • Mark – could we swap audit for translator?
    • Sara – we should bring before the board “audit vs translator” and ask for priority
    • Cleveland – Development director candidate backed out; Making second offer to #2 candidate
    • Mark – concerns about pay for Dev Director with only half of salary secured
    • Cleveland – Dev Director can do corporate sponsorship and more concerted focus on underwriting; Approx 6 months of pay reserved from grants

Next meeting agenda draft:

  • Old Business
    • Lotus Fund Drive recap
    • Development Director upate
    • Audit vs Translator from board
    • Review monthly statements
      • Analyze current finance
      • Highlights for board
      • Strategic planning
        • Budgeting for the future
        • Capital needs – equipment lifecycles; ServeIT perpetuation plan
        • Grants

Policy Committee Meeting Minutes – August 11, 2014

Meeting begins at 5:15pm

Chair: Hondo – on track and on time

Secretary: William Morris

Organization:

  • Chair election:
    • Rich Motion to elect Hondo as Chair
    • Mark second
    • Unanimous decision
    • Secretary election:
      • Rich motion to elect William as Secretary
      • Hondo second
      • Unanimous decision
      • Recommendations
        • Secretary William will be responsible for submitting recommendations to the Board
        • Cleveland motion
        • Rich second
        • Unanimous decision

Strategic Plan > Best practices: Discussion on best practices

  • Cleveland – by laws revision are tedious/rigid
    • Being clear but being able to be flexible
    • Rich – historically why are bylaws rigid? Back then we were wary of station independence and wanted to give the volunteers the power. Felt there was considerable danger that the organization would be “over taken” from an outside party.
    • Kirby – example is 3 board members elected per cycle
    • Cleveland – only 40 members when bylaws were created. Much easier to get ¼ of members involved. Much easier to get approval. Would like to see clear guidelines that are flexible to update.
    • Mark – flexible sound like Guidelines as opposed to Policy
    • Cleveland will look for any research from Strategic Plan on “Best Practices”

Scope and timeline:

  • 1. By laws revision
    • Any changes that may affect Governance document
    • Any areas where clarity is needed
    • Timeline: Look at ByLaws in Feb, present to Board in April, for vote to membership in May
    • 2. Governance document revision
      • Employee job descriptions
      • Organizational structure
      • Timeline: Cleveland present Job Descriptions and Org chart in Sept meeting, Board vote end of September
      • Then tackle other areas of priority

Other comments

  • Mark: Break into digestible chunks for Governance Document and present recommendations to the Board each month
  • Rich: Clear and simple language where possible
  • Strive for 1 week of minutes approval, and Cleveland post to Web

6:05pm adjourn

  • Cleveland motion
  • Rich second
  • Motion passes

Executive Committee Meeting Minutes – August 11, 2014

Executive Committee Meeting

August 11, 2014

Present:  Joe Estivill, Markus Lowe, Cleveland Dietz, Kelly Wherley (recorder).

  1. First order of business is to change the time of the meeting.  We’ll be meeting at 6:15pm from here on out on the second Monday of the month.
  2. Second order of business is to establish that minutes have to be taken for all the board committee meetings.  Board Secretary Kelly Wherley is taking care of it for the Executive Committee.
  3. Third order of business is the setting of the agenda.  Cleveland distributed the July 28th BoD agenda and we discussed it.  The chronology of some of the items was discussed.  Reports will follow a President, Treasurer, GM chronology.  Committee Reports will follow an Executive, Finance, and Policy chronology.  Various facets of each remaining item and completion/report updates were stated and we adjusted the agenda accordingly.  The August 25th, 2014 agenda is attached at the end of these minutes.  The Ivy Tech Green Space discussions are progressing and a breakfast chat is going to take place on Tuesday, August 26th, at 8:30am.  Cleveland is attending along with the Ivy Tech Chancellor and the Facilities Manager.  Markus Lowe, even though it’s his birthday, is going to attend as well as a Board representative.
  4. New agenda items included Summary Reports from the News Summit.  We’re looking at it from an operational and not a governance aspect, so whatever changes Alycin might enact, they don’t necessarily need Board approval, but it would be nice to know what some of the initiatives are.  We’d also like Scott Hutchinson, the new Development Director, to come in and meet the Board.  We’re only going to have one meeting before the Fall Fund Drive so Board participation on the fund drive is going to be included and we’re also going to discuss the quarterly meeting.  Cleveland is going to ask members of the board to record individual pleas for fund-raising that would ostensibly air throughout the year.
  5. On the report front, we’re going to really push for Board members to read all the reports before the meeting.  That will negate the need for a bunch of printed copies and allow for more time to discuss other board business.  Board members will be allowed to ask any questions about the reports during the review process.  Finance reports will include any narratives or explanations for any discrepancies in finances or other contingencies that are common from month to month.
  6. Cleveland motions to adjourn at 6:59pm and Markus seconds.  Meeting adjourned.

WFHB BOARD OF DIRECTORS

BOARD AGENDA FOR AUGUST 25th, 2014

Hooker Conference Room, #245, City Hall

201 N. Morton St., Bloomington, IN

  1. CALL TO ORDER / ATTENDANCE OF BOARD MEMBERS
  2. REVIEW / APPROVAL OF MINUTES
  3. PRESIDENT’S REPORT
  4. TREASURER’S REPORT
  5. GENERAL MANAGER’S REPORT REVIEW
  6. COMMITTEE REPORTS
    1. Executive Committee
    2. Finance Committee
    3. Policy Committee
  7. OLD BUSINESS
    1. Board of Directors’ Operations Manual
    2. CATS / News Department
    3. Status of Development Director
    4. Equipment Audit
    5. Guideline for making local purchases
    6. Marketing Committee Proposal
    7. Ivy Tech Green Space – Speakers
  8. NEW BUSINESS
    1. Cleveland Dietz application to Leadership Bloomington-Monroe County
    2. News Summit Report
    3. Development Director
    4. Quarterly Meeting
    5. Fund Drive

Board of Directors Meeting Minutes – July 28, 2014

Present:  Joe Estivil, Maria McKinley, Cleveland Dietz, Pam Davidson, Rich Reardin, William Morris, Louis Malone, Sheryl Mitchell, Markus Lowe, Darin Bagley, and Kelly Wherley (secretary).

Meeting is called to order at 7:07pm.

William Morris moves to approve the minutes and notes that those are Maria’s last minutes and she gets a round of applause, Louis seconds.  Passes.

  1. President’s Report:  No report from Joe Estivill.
  2. GM’s Report:  Cleveland doesn’t have to recap report but questions and answers ensue:
    1. Joe asks about the results of the investigation into the tower going out.  Cleveland says there does seem to be a durability issue (as we’ve lost power three times within the last four years) with the Clear Creek transmitter.  We’re hoping to get information from Jeffrey about in the coming weeks and months.  Pam asked about the management seminar and Cleveland said it was good insofar as he led a great deal of it, but he didn’t connect with the group leader especially well.  Chad had career-training track with this group so we’ve had experience with this as a corporation in the past.  Louis mentioned the many opportunities for professional development in Bloomington and said Cleveland was a bit beyond what this particular seminar was offering but Cleveland said it wasn’t really advertised that way—and it was and it wasn’t helpful to him in his current position.  Pamela mentioned the all-access non-profit conference coming up in November in Indianapolis.  She thinks it’s about as good as it gets especially for non-profits like us.  The Bloomington Board seminar that Carolyn distributed to the board (which takes place on August 8th) was also mentioned.
    2. William asked about the reception problems we were having and whether they still exist.  Cleveland said the power supply was replaced but the storms over the weekend knocked power out at the station for four hours on Saturday night.  Markus asked about the initial power outage (on the 7th) which was for four days at the beginning of July and Markus asked about communicating this to the volunteers and the fact that there was nothing posted to spot-online was disconcerting.  Cleveland put an announcement on facebook and twitter but nothing was posted to spot-online as he was just about to travel to Denver.  Given that spot-online is our official means of communicating to the volunteers, if Cleveland is gone or traveling, we should codify the chain of command so that a person would know to step in if he’s away—other staff members can communicate something like a power outage to the volunteer membership.  Maria suggested also posting to the WFHB website.
  3. Treasurer’s Report:
    1. Cleveland emphasizes the idea that if we find someone like Drew Daudelin who can take on the task of doing CATSweek then we should look to find a contract- freelancer who can do this and the Assistant News Director would have extra time to do other stuff for the News Department.  The contract says we just says we need to have an “employee” so freelancing this would seem to be okay with how that’s worded.  Joe Crawford’s time would be better spent serving the News Department if we can get an educated person to write the CATS script.  Joe Estivil reminds us that if we do contract this out then we need to get his or her SSN because as soon as they get $600 or more we need to be paying taxes to the government.  Markus asked about the nature of the production and essentially we provide the scripts and the time stamps for the video and CATS knocks out the rest of the production—they are a receptacle for the work we do and they have someone read the script and film it.  We get 10K from CATS to produce this and WFHB pays the rest of the 15K salary to the Assistant News Director.  Pamela shared a story that she attended a WTIU breakfast and they said they were getting a lot of money generated from production.  The value we get out of that is our re-broadcasting of the CATS segments over the airwaves.  There is a little discrepancy regarding the posting of the CATS video on the WFHB website—the contract calls for it, but CATS stopped us when we posted it in the past.  CATS doesn’t seem to care how we produce this show and it seems like we’ve tried to farm this out to a volunteer in the past, but it’s hard for volunteers for a number of reasons.  As it is essentially watching hours and hours of local government meetings, paying someone for this service seems necessary.  Cleveland would really like to consider moving this because having the Assistant News Director help the station would be great and Joe C. doesn’t currently get any feedback from CATS.
    2. William asked about how much money we raised from the birthday party.  Cleveland gave the details.  Roughly speaking, we got $1,325 in tickets and Jeff Mease is going to give us half the money that was spent on beer.  We had small costs associated with this event but overall it looks like this was a really successful event.
    3. Cleveland notes how July has more than made up for June’s shortcomings.  Pamela asked about health insurance premiums for staff since the ACA and Cleveland said they’ve gone up about $500 per person, or about $6,000 for the year.  Sheryl said she canvassed everyone who was having a booth at the fair and said the “termite guy” was very interested in being a base underwriter.
  4. OLD BUSINESS
    1. Pam and Sheryl signed the Code of Conduct/Commitment form and Pamela signed hers with a little note indicating the other board work she does in the city.
    2. BoD Operations Manual:  We haven’t sent out the time to get everyone together to meet.  And Cleveland hasn’t gotten any concrete suggestions for updating the manual even though everyone seemed interested in getting updates done.  Louis mentioned the “Living document” aspect of the manual and suggested we get it good and ready and looking good and then make tweaks and edits along the way.  We’re going to send it around again and get fresh eyes on it and hopefully some good suggestions can be made.
    3. Review of Committee Assignments:  Cleveland made a change to the Facilities Committee that says it doesn’t necessitate a board member, but Joe and Pam definitely see a need for a board member on the FC.  We’ve dropped Marketing, Legal, and Fundraising Committees.  Pam suggests maybe chiming in with committee reports during board meetings.  Pam asked about the nature of the Facilities Committee, and it’s essentially about the use of space and technology.  We’re going to change it to “zero +” with participation from a board member encouraged.  The other parts of the Committee Assignments have remained unchanged.  Sheryl asked about minimum requirements for board members and the number of committees on which they serve, and currently TWO is recommended.  If we change all the committees to “zero +” then board participation would be focused on board specific committees—policy,
    4. CATS/News Department:  Cleveland has been notified that if WFHB folks are going to be working with CATS and in the Library then we’d need a dedicated phone line and Cleveland thinks it’s likely to be a deal-breaker.  But their VoIP capabilities might enable us to have a dedicated line.  Joe mentioned the police background check that was raised by the library and their liability concerns, and it looks like the library would take on that burden if that ends up being the case.  Joe would like to know the nature of the checks and what would preclude someone from working there—so that we can tell volunteers what they can expect.  We’re pretty sure sex offenses are the no-no, everything else is too much trouble to enforce.   Markus asked about the library operating hours and Michael White seems to think that getting out of there before midnight (when the alarm system sets) would be fine.  In “value add” terms:  we’re looking to the library for space—constraints in this area have been an issue for the news department for some time.  The size and configuration of the space is yet to be determined.  Off-hour access would be granted through a key-card and we’d have two of those, but it might be preferable to have a policy “if you’re going to work in the library, get there before 9pm, and if you’re going to work past 9pm, get out before midnight.”  Weekday-operating hours conclude at 9pm and it’s conceivable we would just work around those hours.  Sarah discussed a token rent amount early in the negotiations and Michael said that token rent would likely go away soon.  Markus raised the matter of computers  and the centralized, shared server and that’s something we’d need to work out.  Louis mentioned that WFHB has to be mindful of background checks especially since we host Youth Radio—youth are on the grounds on a regular basis and running background checks on folks for sex offenses is something we HAVE to do and is very easy and a good practice to get into.
  5. NEW BUSINESS
    1. Status of Development Director Hire:  Joe Estivill recommended moving this topic to the end of the meeting so that Rich and Darin can leave the meeting (and not have to come back) because they are candidates for the position.
    2. Policy Committee – guidelines for governance/bylaws that can be interpreted several ways.  Markus Lowe hasn’t met with William about this yet so it’s a bit nebulous and they’re going to meet up later to discuss this further.  Cleveland raised a question he’s received about the hierarchy of News/Music Directors and the programming committees that they work with/for/under/above?  Lots of different ideas around this and one of the fears would be a new person coming in and changing everything.  Lots of arguments for the committees to be of an advisory nature to the News and Music Directors—it’s not a matter of one being above or below the other, they work in tandem.  Committees would report to the GM as an avenue for arbitration if there was a conflict but the Directors have pretty final decision-making power.  The committees work in concert with the directors and if a conflict came to a head, it would fall to the GM to make final final decision.  Maria noted the distinction between “volunteer run” and “volunteer powered” – we’re volunteer run, but the power doesn’t necessarily reside with volunteers solely.  Rich raised this issue as it pertains to the new DD and it makes sense that this hierarchy would apply to this position as well.  Louis talked about Alycin and her being overwhelmed and her desire to make the job a little more sustainable and for NPAC to take over some of the supervisory duties.  There’s also been discussion about splitting up the News and Public Affairs into two separate entities since they do different things.  Markus also mentioned the fact that the committees seem on the verge of being repurposed from an advisory body to an executing body—which could be seen as asking the volunteers to do the paid staff’s job.
    3. Ivy Tech Green Space – “speakers out front for our sound.”  Paul said he’d talk with the Chancellor.  Joe encourages Cleveland to meet with the new Chancellor.  Both Joe and Markus would be willing to attend a meeting of the minds.  Cleveland said there could be a conflict with the green space construction and the late-night DJs.
    4. Equipment Audit:  Cleveland reports that it’s slow but in Progress.  Joe suggests that we take pictures of everything we have so that at least we’d have a quick snapshot of what we should have on the premises.
    5. Guideline for Making Local Purchases (From Markus to President and Secretary of the Board):  “Whereas Bloomington Community Radio, Inc. WFHB is a local non-profit organization, which strives to add value and benefit to the local community: WFHB should seek to purchase goods and services from local entities where possible, provided that quality and cost are reasonable in comparison to competing entities.”  We were wondering where this sort of guideline would live.  Pam and Markus think it could live in the operations manual.  We’re going to ponder it for another month or vote on it via e-mail.
    6. Marketing Committee Proposal (William Morris):  Tabled until next meeting.  Kelly Wherley has expressed interest in meeting with William and Hondo Thompson was mentioned as another good asset in this area.
    7. Calendar:  Cleveland is going to come up with a July-December 2014 calendar and we’ll look at this next meeting.  Fund Drive discussions came up and we’ve mulled over maybe changing the nature and timing of how we ask: Cutting down hours of the pledging, year-end asks and such.  Joe suggested upping the ask and starting high and allowing folks to go low.  Pam asked about the functionality of our database and what kind of reports it could generate.  Cleveland has had real trouble getting specifics from CivvyCRM (the software we use for donations and the donors that donate them).  Pam said its membership software, not fundraising software.  There are a lot of programs out there, it’s a matter of choosing the best one for us—the problem is the fee associated with these and they’re not cheap.  Pam says we’re wasting our time if we hire a DD and don’t have some kind of supportive software for them to work with.  Markus argues that we need to make sure we know what we’ve got and all the capabilities it possesses before we go out shopping for a replacement.  It seems like this is something that is going to land to the DD to figure out what would be best.  Maria would like it to include everyone who walks in the door as well.
    8. Joe’s New Business:  The person who wrote the ugly letter to Kevin Culbertson has been narrowed down.  Majority vote says we leave it alone.

Kelly moved that we adjourn at 9:26pm and Joe Estivill second.  All yays, no nays.

Next Meetings coming up (7pm in the Showers Plaza Hooker Room):

August 25th, 2014

September 29th, 2014

October 27th, 2014

November 24th, 2014

News and Public Affairs Committee: June 19, 2014

Present: Helen Harell, Sarah Ryterband, Maria McKinley, Alycin Bektesh, Kelly Miller and Cynthia R Hall

In preliminary comment section Maria stated that the WFHB board is reviewing governance documents which could effect the number of board members per committee * [by-laws must also be revisited]

7:14 Director’s report

Need to determine if those present wished to continue as committee members. All agreed to do so.

Sarah was unanimously selected as Chair. The decision was made to have a rotating secretary.

Cynthia took minutes to be followed next meeting by Helen.

We will not have regular meeting in July but plan to hold an open house to meet those involved with the News Summit. Tentatively suggested it be held July 11 at the Back Door. Will confirm date through email.

We were given a sneak preview of the set-up for the News Summit, Main categories are Mission, Governance, Programming, Recruitment and Training and Facilities and Equipment.  Week one: Look at where we’re at, week two :What is the ideal, week 3: Action Plan, week 4: Implementation. Alycin requested that each NPAC member volunteer for at least one hour as a moderator during the summit.  All present agreed

Program reviews. Voices in the Street was green lighted. It received 3.6 overall and received mostly 3′s & 4′s. There was some discussion about how to expand the role of the interviewer and the continual need for staff.

Community Public Radio received a 3.7 for quality but ranged from 2′s -5′s in overall response. It was green lighted with the suggestion to still be on the lookout for possible substitutions in the future.

We revisited Market Live and the possibility of moving out of the News Programming arena into being produced by the incoming Development director.

Next regular meeting will be August 21 at 7pm.

Submitted by Cynthia R Hall

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