‘A New Structure for Pacifica. Executive Summary’ – the complete set of new by-laws

Pacifica Restructuring Project, document 3 of 7

[On Tu24Sep (apologies for the delay) will be posted an analysis of this latest attempt to break-up Pacifica, & it will examine, in context, these seven docs. The post will synthesise & develop the comments already made.]

Their summary of the breaker faction’s proposed complete set of new by-laws.

Source: https://docs.google.com/document/d/11EGYeojCxDieismHFAoJAxH78uU7omdaW1UhmN9VGFM/edit (2 pages)

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A NEW STRUCTURE FOR PACIFICA

EXECUTIVE SUMMARY

The proposed new by-laws are divided into two parts:

  1. The New Governance Structure of Pacifica (after a short Transition Period);
       
  2. The Transition Board and Elections.

1.    New Permanent Governance Structure of Pacifica:

The Pacifica Board of Directors will be composed of 11 Directors – 6 At-Large Directors, and 5 Station-Representative Directors. This reduces the size of the Board from 22 Directors to 11. Directors’ terms will be three years with a two-term limit. Terms will be staggered so that no more than 1/3rd of the board terms will expire in the same year. Listener-Sponsor Members, but not Staff Members, will be eligible to serve on the Board.  The Executive Director may attend all Board meetings unless the Board decides to exclude them from a confidential executive session meeting.

Six At-Large Directors will be selected and appointed by the Board, two each year for three-year terms. The Board will fill these seats considering needed skills on the Board and/or accomplishments in fields related to Pacifica’s core Peace and Justice mission.

Five Station Representative Directors will be elected – one from each of the five Pacifica radio stations (KPFA, KPFK, KPFT, WBAI, and WPFW) — by each station’s membership with Staff Members and Listener-Sponsor Members voting together. The vote will be by instant runoff voting and each Member will have one vote. After the initial election at all five stations, elections will be rotated among the stations so that each station will hold an election for its Station Representative Director once every three years. This will reduce the number of elections at each station by half – from 2 elections every three years to 1 election every three years.

The 24-Member Local Station Boards at each of the 5 stations under the current Bylaws will be dissolved and their current members folded into Community Advisory Boards, which will operate under the requirements of the Corporation for Public Broadcasting. https://www.cpb.org/stations/certification/cert3

The annual Listener-Sponsor membership contribution is changed from $25 to $50 or 15 hours’ volunteer service.

2.    The Transition Board and Elections:

Appointment of Transition At-Large Directors: The following six individuals have agreed to serve as Transition At-Large Directors and are appointed by the approval of these new Bylaws:

Heidi Boghosian, Judy Graboyes, Bob King, Barbara Ransby, Walter Riley,

and Norman Stockwell

Their biographies are posted here.

They will be seated, and the previous board will be retired, at the first meeting of the Transition Board which will be held on a date to be determined which shall be during the last two weeks of January 2020. If any of them withdraws or cannot serve for any reason prior to the first meeting, then the following individuals have agreed to serve as alternates, and they will fill any such vacancies in the order chosen by the remaining Transition At-Large Directors:

Terri Burke, Mustafaa Carroll, and Louis Vandenburg

Their biographies are posted here.

The Transition At-Large Directors will draw straws or use some other chance procedure to determine which two of them will have terms ending March 31, 2021, which two will have terms ending March 31, 2022, and which two will have terms ending March 31, 2023, to establish a staggering of terms going forward so that 1/3rd of their terms expire each year.

Election of Transition Station Representative Directors: Five Transition Station Representative Directors will be elected in early 2020 by the members of each of the five Pacifica stations.

Nominations for Transition Station-Representative Directors will open at each station on January 15, 2020 and will close on February 15th. The election will commence on or about March 9th, or as soon thereafter as is practicable, and will close 30 days later. The results will be tallied within ten days after the election closes.

The newly elected Transition Station-Representative Directors’ terms will begin when they are seated at a Board meeting to be held on a date to be determined which shall be during the first ten days in May 2020. The Station Representative Directors will draw straws or use some other chance procedure to determine which two of them will have terms ending March 31, 2021, which two will have terms ending March 31, 2022, and which one will have a term ending March 31, 2023, provided, however, that no one who is currently serving on the 2019 board of directors may draw a term that would extend their total service as a Director beyond six consecutive years, including the time served as a Director under the previous bylaws.

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