On a pleasant late summer Labor Day evening, the KZYX Board of Directors met at the Anderson Valley Grange.
All members were present with the exception of Director John Sakowicz.
The minutes of the lengthy June 29th meeting were not available as Sakowicz, in the absence of
Board Secretary, Meg Courtney, agreed to take notes of that meeting but had not yet completed them.
As the first item of Board business, the current Board President, Stuart Campbell, affirmed a Board policy that criticisms of staff including programmers by Board members "will not be tolerated in open session because such are personnel matters." Any discussion of specific staff or programmers will be conducted in closed session.
That rule addressed the attempt by Sakowicz in July of 2014 to discuss an alleged spitting incident by a staff member in the driveway of the station. Kathryn Massey, one of the five people who filed an objection to the renewal of the station's license with the FCC, reported that in arriving at the station to meet with Sakowicz, she had been screamed at by one of the staff and spit at by another.
She attributed the rude reception as retribution for filing the complaint.
Asking Board members to sign non-disclosure agreements (NDA) was discussed. Campbell favored the signing of NDA's to insure trust among Board members that confidentiality is kept. He felt it would provide a better working relationship. Legal advice would be sought for the crafting of the specific wording of the agreement, though Campbell expressed doubts that it could be enforced. Board member Jane Futcher was concerned that the perception might be that the Board is not open and transparent in its business affairs. Campbell allowed that the agreement might be specific to personnel matters. Director Benj Thomas observed that personnel already had the protection of a closed session. He asked what consequences would there be for breaking the agreement. Although he felt the agreement would not be legally binding, he stated he would not object to the proposal.
In matters from the Board, Futcher said she was excited about hosting the new program, The Cannabis Hour. She thanked Campbell and Program Director, Mary Aigner, for mentoring her in developing the engineering skills required in producing the show.
Meg Courtney spoke of her feeling of being in a foxhole for the last two years doing nothing besides dodging the "slings and arrows from a Board member" who unfortunately was not present. She mentioned that Sakowicz had emailed Campbell about being left out of the conversation regarding Board committees and then accused Campbell of breaking the California Corporations Code. When she continued on, stating a belief that
Sakowicz had done nothing on the Finance Committee when he was Treasurer, she was interrupted in her caustic comments by Director Clay Eubank who asked what point she was trying to make. She thanked him for "reining her in," stating she had needed to vent.
She then said she is ready to be positive and move forward and asked that the Board be positive along with her.
Search Committee — Chair Eubank apologized for being away for two weeks in his role as a volunteer firefighter battling the Valley fire which had caused him to cancel several scheduled meetings. After settling on a job description for a General Manager, Eubank is in the process of following the committee's suggestions by advertising in local media, broadcasting associations and professional magazines. He felt the group was cordial, productive and represented disparate views. His goal was to have suitable applicants for Board and staff interviews by December and have the selection process completed before February.
Personnel Committee — Chair Benj Thomas' committee was tasked with developing a job description for the GM position. Due to a "sparsely populated committee of three "and time pressure, he suggested that Eubank use the job description contained in the contract of the previous GM, John Coate. He thought a discussion and agreement regarding the function of a General Manager could be worked out with more time.
Futcher inquired of Eubank if he had a reason for not including senior staff on the Search Committee. He responded that there had been a lot of volatility in the organization. He desired to prevent the sense that things were continuing on as they had been, and that it was preferable to choose a person who could be neutral and not act as a polarizing lightning rod.
Finance Committee — According to Chair Eubank, KZYX ended fiscal year 2015 $30,000 in the red. The one-day August pledge drive brought in $28,500. It was considered a big success, exceeding the pledge goal of $23,750. The station has over $3,000 in the bank and has drawn more than $42,000 from its credit line of $75,000 leaving a current liability of $14,000.
Old NPR debt has been paid down to just under $12,000.
Audit Committee — Campbell reported that CPA Frank Gloeggler did preparatory work for the upcoming Audit Report. He will not be continuing on as Auditor as he chose not to renew his license. A new auditor, Janie Walling, has been hired to file a report to the Corporation for Public Broadcasting (CPB), to work on 1099 (independent contractors) taxes, and to continue the compilation of data for the required audit.
The agenda called for the appointment of a Board member to complete the remainder of the District 3 (Willits) seat term which ends in May 2017. The mystery appointee failed to appear for unknown reasons. The item was tabled to the Nov.2nd meeting on the Coast.
Having attended the Search Committee meeting of August 6th in Ukiah, a latecomer to the meeting introduced himself as John Arteaga.
Currently a columnist for the Ukiah Daily Journal, Arteaga mentioned that he had been asked to be on the KZYX Board by his friend, Director Ed Keller.
Two appointments to the Community Advisory Board (CAB) were scheduled — those of former Board candidates, Tony Novelli and Tom Melcher. Novelli also did not make it to the meeting. Tom Melcher was present, nominated and approved without discussion.
The third action to be considered by the Board was the hiring of an Interim General Manager.
Campbell explained that as Board President, he had been regularly going to the Philo studio to attend to station business. Due to a change in personal circumstance, he informed some Board members that he could no longer continue to volunteer his time. It was suggested that he fill the void left by John Coate's unexpected resignation by serving as Interim General Manager.
After careful consideration, Campbell agreed to a part-time contract of three days a week and an hourly wage for a five month period ending February
8th. After that date he will return to his regular occupation as a junior college professor. The contract was written by former Board President and lawyer, Eliane Herring. At the time the contract was written, neither party was aware of the FCC requirement for a full time presence of managerial level staff at the studio during business hours. Whether special circumstances create an exemption with the FCC has not been explored.
After Jane Futcher welcomed Campbell in his new role, I called a point of process. I brought attention to the fact that public comment was not noticed on the agenda for any of the Action items as is Board policy. This seemed odd to me as Campbell in his role of Board President makes up the agenda as he did for the previous June meeting in which public comment was specifically noticed for each of four action items.
Campbell commented that a public comment period would follow the remaining Board remarks.
I pointed out that several items further along the agenda was the resignation of Campbell from the Board. The Bylaws state that a Board member cannot hold two executive positions at the same time which would require Campbell to resign from the Board before the vote to hire him as GM took place. Despite an interruption from Campbell claiming he didn't begin work till the following day, I continued that Board policies state the agenda must follow a logical order. To be hired before he resigned from the Board would constitute a conflict of interest.
I further remarked that as the Programmer Representative on the Board, he not only needs to talk to the programmers but is also responsible for informing Board members as well as the public on programming issues. Not only did he neglect to inform the Board and the public of the change in the No Safe Harbor policy, as Board President he was also remiss in not putting the policy change on the last meeting's agenda for public comment and Board discussion and vote. Policy change is the Board's responsibility and cannot legally be an on site decision by a staff member. I expressed disappointment at his poor performance and hoped that with his resignation from that position, someone could be found who would do the job with greater attention.
Bob Bushansky spoke next. He asked if the Board seat will be held open while Campbell is serving as General Manager?
That is a decision to be discussed at a future meeting.
After a brief discussion on how to proceed with the vote to hire Campbell, Director Eubank made a motion to table the hiring till the end of the meeting. It was seconded and approved.
State of the Station
Campbell stated that over $25,000 was raised in the one-day August pledge drive and credited its success to the hard work of the programmers as well as the coordination of Diane Hering and the KZYX staff. He announced the Fall pledge drive dates as October 31 through November 8.
The news team was commended for the outstanding coverage of the Lake County fires.
Campbell addressed the continued work by Operations Manager, Rich Culbertson in improving the infrastructure by having back up parts and systems in place to keep the signal strong and uninterrupted during the winter season.
There have been a sizeable number of program changes in the past several months. Campbell believes turnover is the nature of the business.
Clay Hawkins has stepped into the time slot vacated by Ryan O on alternate Saturdays from 1 to 3 p.m. His show, Dusty Roads and Dirty Strings alternates with Diane Hering's Lunch on the Back Porch.
Steve Scalamini now co-hosts the Discussion program with Stuart Campbell. W. Dan Houck has left his comedy show, The Tree House, to care for his injured wife.
Bob Vaughn has taken over the comedy spot with help from John McAllister.
Sunday afternoons are being hosted by returning programmers, John Huxsol and Catherine Hart. They are filling in for Michael Arago's Na Mele O Hawaii.
Pippa Thomas & Tony Miksak alternate with Joel Cohen in the Monday morning classical spot, 10am to noon.
Christina Gianelli has taken on the Wednesday afternoon program called Mendo Blendo, an eclectic mix of music geared to a younger ear.
Dan O'Connell occasionally sits in to host the Thursday morning jazz show when needed.
Valerie Kim, besides being part time news staff, has taken on the Friday time slot of 7 to 9pm formerly hosted by Nora Mitchell.
The Cannabis Hour hosted by Jane Futcher alternates on Thursday mornings with Mendocino
Currents news programming
Reveal, from the Center for Investigative Reporting, will remain in its monthly format on Wednesdays at 1pm until January 2016 when it will begin airing weekly. Until then it alternates with City Arts and Lectures.
Early morning programming from 4 to 5 am has had the following changes: Monday — Living Planet & Counterspin; Tuesday — Project Censored; Wednesday — The David Packman Show; Thursday — Making Contact & World in Progress; Friday-Climate One Public Comment
Bob Bushansky read from his letter to the Board about the many alleged transgressions of Director John Sakowicz. He called Sakowicz lazy for his failure to produce the minutes from the June meeting. He ridiculed Sakowicz's reasons for not producing the minutes — being on vacation and his preoccupation with falling world markets, as unacceptable. Bushansky's remark of Sakowicz not accomplishing anything tangible from his time as Treasurer closely aligned with his wife, Meg Courtney's, earlier comments. He cited Sakowicz's boycott of the station's birthday celebration a year ago as another unproductive effort that demonstrated Sakowicz's unwillingness to support fundraising activities. Bushansky called Sakowicz a liar, referring to unproven assertions made in his objection to the license renewal process.
In my comments to the Board, I referred to a data sheet made available in 2012 at the request of former Board member King Collins that shows membership support by area. I noted that memberships from the coast nearly equaled those of inland members yet the coastal community did not have parity in representation either at the Board level or on the search committee. Only one out of the current eight Board Directors lives on the coast. The search committee is heavily stacked not only by those currently working or volunteering at the station but every one of its official members reside inland. I asked where is the voice of the non-member, the community members not affiliated with the station or those who represent the diversity of the coast viewpoint? Although I take the time and go to the expense of driving to Ukiah, I am not a recognized member of the committee. When the real work of vetting applicants occurs, the committee will go into closed session and those not officially "chosen" will be shut out of the decision-making process. I asked to be recognized as the one coastal representative. I also asked to have an update on membership data to understand where membership is declining.
My final point was to have the Board respond in writing to the question of how members can call a membership meeting, as is provided for by Bylaw 10.03 without a means of communicating with each other that isn't prohibitive. I observed that the topic of membership communication was supposed to be put on the June agenda. Instead the conversation has fallen into a black hole, not included in either the previous or current meeting agendas.
Tom Melcher pointed out that the reason Clay Eubank cancelled the search committee meetings was due to his involvement in fighting the firestorms in Lake County.
Several people who did not identify themselves voiced opposition to the idea of sharing membership information. One man who experienced Oregon public radio said he is familiar with infighting. Without choosing sides, he believed that for effective governance, there needed to be a balance of perspectives and representation. He cautioned that newer members can also come with hidden agendas.
One woman said it is the nature of our culture and economics that people don't want their information shared by an unknown number of unknown people. Campbell explained in detail that the station's unnamed legal advisors had devised a way for the members to communicate without divulging member privacy by having members pay for the cost of a mailing to be sent through a third party. What was not said is that the CPB allows for stations to give members the right to opt out.
Cobb, the host of the Discussion program with his partner Angela DeWitt felt that I should not be allowed to be on the search committee due to misinformation I wrote in a previous article that Ms. DeWitt was related to a Board member. She is not. I apologized for the error to Ms. DeWitt personally.
Derek Hoyle, who spoke at the June meeting against the change of station policy to not allow adult content in late night programs said he had offered a copy of his letter to each of the Board members. The only member who approached him afterwards was John Sakowicz. He had received an assurance by Campbell that the No Safe Harbor policy would be on the current agenda and felt misled by its absence.
He stated his feeling that the Board was getting faulty advice from their lawyer. Hoyle, who has been broadcasting for 34 years, felt that governance by the Board was a train wreck. He was especially upset by the fact that the President of the Board, Campbell, did nothing to stop a paid staff member from using foul language in addressing his remarks to a Board member (Sakowicz) at the June meeting. He felt the rest of the Board was complacent in their silence and thought they should all resign and let a new Board come in.
The resignation of Stuart Campbell as Programmer Representative and Board President was accepted. Reluctantly, Campbell took a seat in the front row of the audience where he watched a flurry of activity in the election of new Board officers. Meg Courtney was nominated and approved to replace Campbell as President. In another back flip rotation Courtney then resigned her position as Board Secretary and she, in turn, nominated Jane Futcher to be Vice President, forgetting that Director Bob Page already held that office. Page, recuperating from throat surgery, could not speak up to correct the situation. Not to be interrupted, Courtney then nominated Page to replace her as Board Secretary.
She was about to adjourn the meeting when Director Keller reminded her that they had not yet hired Campbell as GM. Keller made a motion to do so. It was seconded and approved.
Because the gavel that was broken at the February meeting has still not been replaced, Courtney picked up her pink water bottle with a flourish and banged it down on the table to call the meeting to an end.
The next Board meeting will be held in Fort Bragg on November 2nd at 6pm. Location to be announced.