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WJFF Board of Trustees August 19, 2015 Minutes

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WJFF Board of Trustees August 19, 2015 Minutes WJFF Board of Trustees August 19, 2015 Minutes - DRAFT 6:30 PM Town of Callicoon Town Hall Trustee Present: John Nordstrom, Jim Lomax, John Bachman, Barb Demarest, Pat Pomeroy, Anne Larsen, Midge Maroni, Ken Hilton, Larry Grosberg, Kit Hulit, Martin Springhetti, Tasa Faronii-Butler, Thane Peterson, Kevin Gref (7:12) Trustees Absent: None Other Attendees: Adam Weinreich (General Manager), Judy Heinle (CAB), members of the public Call to order 1. Approval of Minutes - July 15, 2015 Minutes were approved with revisions. Motion by Jim Lomax, seconded Midge Maroni. All in favor except John Bachman opposed. 2. Revisions to the agenda Tower committee report moved to Executive session at the end of the meeting. Grant Application added as item 8B Code of Conduct (item 7D) and Monticello Translator (item 7E) were deferred to the September meeting Motion on follow up on Board motions and decisions made by Midge Maroni and seconded by Anne Larsen was made and withdrawn. o Motion made by Anne Larsen: The Nominating and Governance Committee is charged with making a recommendation to the Board of Trustees on how best to track and follow up on its decisions. Seconded by Ken Hilton. Approved unanimously. 3. Public Comment - none 4. GM Report – Attachment A Based upon the General Manager’s request, a motion was made by Anne Larsen: The Development and Community Outreach Committee is charged with making a recommendation to the Board of Trustees regarding guidelines for reimbursements and honoraria paid to performers at WJFF events. Seconded by Ken Hilton. Approved unanimously. 5. Treasurer’s Report Ken Hilton referred to the reports from the WJFF Bookkeeping system distributed in advance of the meeting to the Board of Trustees: P&L Budget v Actual YTD, P&L Current v Prior Year YTD, and Balance Sheet and answered questions from the Trustees. Follow up items are: What is booked in Members – Other How credit card fees differ for one-time versus sound supporter gifts How to create a P&L by fundraising event An analysis of net profit/loss YTD 2015 versus 2014. 6. Committee Reports : a) Tower o Pat Pomeroy reviewed the grant application submitted on the tower project b) Gala o Jim Lomax and Adam Weinreich reviewed preparations for gala o Trustees were asked to commit to ticket purchases. Trustees John Nordstrom, Jim Lomax, John Bachman, Barb Demarest, Pat Pomeroy, Ken Hilton, Larry Grosberg, Kit Hulit, Martin Springhetti, Tasa Faronii-Butler, Thane Peterson committed to a total of 70 tickets. Anne Larsen will be away. c) Executive o Pat Pomeroy reported that the Auditor, Liz Loarca attended Executive Committee meeting and reviewed the Audit and Tax filings. o Pat will follow up on question from Anne regarding whether any additional actions are required in regard to overtime pay in excess of 40 hours for the part-time employee. 7. Old Business: a) Kit Hulit’s motion re: Office Manager position o Kit reintroduced the motion she made at the July BOT meeting. The motion was seconded by Larry Grosberg WHEREAS, the current staffing level of 2 full-time and 1 half-time positions is less than what the station has had in the past, and WHEREAS, the tasks of the Volunteer Coordinator and Membership Coordinator include handling sensitive matters and fiscal responsibilities that should not be delegated to a volunteer, and WHEREAS, many of the duties described in past and current job descriptions fall outside the parameters of coordinating volunteers and membership, and WHEREAS, changing the staffing level to 3 full-time employees can be accomplished within current budget constraints, THEREFORE BE IT RESOLVED that the current part-time position of Volunteer Coordinator / Membership Coordinator be made a full-time position to be renamed "Office Manager", and the job description for office manager prepared by the General Manager be adopted and attached to this resolution. o Ken Hilton reviewed analysis of the financial impact of creating a full time Office Manager in lieu of part time Volunteer Coordinator/Membership Coordinator. (Attachment B) Reference was made to the job descriptions included in the General Manager’s July report. o The matter was discussed by trustees o Motion was approved 10 to 4. Yes: Ken Hilton, Larry Grosberg, Kit Hulit, Martin Springhetti, Thane Peterson, John Nordstrom, Jim Lomax, John Bachman, Barb Demarest, Pat Pomeroy. No: Anne Larsen, Tasa Faronii-Butler, Midge Maroni, Kevin Gref. b) John Nordstrom’s motion re: enhanced/unenhanced underwriting o Tasa Faronii-Butler reviewed the work of the Underwriting workgroup (Attachment C) o John Nordstrom introduced a reworded motion on Underwriting seconded by Martin Springhetti. Motion: WJFF adopts a policy of enhanced underwriting, except when such enhancements present a possible conflict with the FCC’s restrictions concerning underwriting language, and except when the underwriter’s activities run counter to WJFF’s broadcast mission. These decisions, as well as those of pricing, frequency, and duration are left to the discretion of the General Manager. o Motion was approved 9 to 5. Yes: Ken Hilton, Larry Grosberg, Kit Hulit, Martin Springhetti, Thane Peterson, John Nordstrom, Jim Lomax, Barb Demarest, Pat Pomeroy. No: Anne Larsen, Tasa Faronii-Butler, Midge Maroni, John Bachman, Kevin Gref c) Meeting Calendar / dates /place/time adjustments o Midge Maroni introduced a set of meeting calendar revisions at the July meeting. No decision was made regarding the overall calendar for 2015/2016, however it was agreed that the September meeting would be held on the 4th Thursday of September, 2015 (Sept 23). d) Code of Conduct - Held until September meeting e) Monticello Translator frequency change – Held until September Meeting Public Comment o A member of the public spoke on the following topics: 1) Email among trustees and the danger of violating open meeting rules, 2) Having missed the Auditor’s report since it was made at the Executive Committee Meeting, 3) Importance of posting committee reports, 4) Problem of public not receiving the follow-ups done by trustees after meetings, 5) Posting of policies for public comment. o Anne Larsen introduced a motion seconded by Midge Maroni. The General Manager will post the board’s approved motion on underwriting to the WJFF website and publicize it in a manner similar to the Employee Handbook with a 30 day deadline for public response in conformity to the station’s Policy on Policies. The motion was unanimously approved. New Business: a) Committee Appointments 2015/2016 (Attachment D) o A motion was made by Barb Demarest seconded by John Nordstrom. The Board of Trustees appoints its members to committees in conformity with the assignments distributed to the Trustees in advance of the meeting. Each committee will select its chair and secretary and report those selections to the Secretary before the September Board of Trustees meeting. Board officers will arrange the initial meeting time for the committees on which they serve. The motion was unanimously approved. N & G – Annual meeting agenda format – Not discussed. Executive Session Ken Hilton made motion to go in to Executive Session to discuss legal matters related to real estate acquisition and potential legal liability. Seconded by Kit Hulit. Approved unanimously. The motion to come out of executive session was made by Ken Hilton and seconded by Thane Peterson. Adjournment The meeting was adjourned upon a motion by Thane Peterson at 10:25. Attachment A General Manager’s Report for August 19, 2015 Pledge Drive Goal reached at 5:30pm on Day 11. Initial totals: Tally: $55,040 Total mail: 126 Total calls: 325 of which.. New/Increased Sound Supporters: 127 Most popular link: Town Tally Community Check-Ins: 20 Top Towns: NYC, Jeffersonville, Livingston Manor, Damascus Full analysis and report should be ready by next BoT meeting. Jeffersonville Studio Overhaul Earle to finish Phase 1 within the coming week. Construction phase begins shortly after. Goal of mid-October completion. Gala Brunch Already confirmed 3 tables, several silent auction gifts. Promotion plan implemented, includes huge variety of on and off-air promotion, both within and outside our existing circles. Heavy reliance on volunteers to spread the word. Request each trustee commit to selling a certain number of seats or tables. Signup sheet will be passed at meeting. Meeting Minutes Substantial number of minutes are being submitted and will be uploaded to station website. Highly recommend the BoT establish guidelines for consistency in minutes across multiple groups. CPB News FSR (Financial statement) submitted to CPB with assistance from bookkeeper and accountant. NFFS increased 13.2% over last year to $248,373. Included in-kind contributions booked in accordance with CPB’s specifications. Request: Honorarium/Reimbursement policy for performers during station events. Prefer some amount of wiggle room depending on the anticipated income from the event, or perhaps key the honorarium to the total anticipated income, with a minimum amount specified for non-fundraising events. Attachment B August 2015 Transitioning from a Part Time Hourly Volunteer Coordinator’s Position to a Full Time Salaried Office Manager Position: Can WJFF Afford this Change? What are the actual costs of the proposal? On the left side of this chart are the employment costs of maintaining our present arrangement – having a PT Volunteer Coordinator, earning an hourly wage of $15.75, plus two FT salaried positions. On the right side of the chart are the costs of transitioning
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