This comment arose from Tracy Rosenberg’s assertion, Sa12Oct, that “Board directors representing WBAI’s 8,000 voting members prevented from voting in post-facto vote to authorize WBAI’s shutdown” (my emphasis). That was her one-sentence post this evening, Sa12Oct, at the Pacifica Radiowaves group at Facebook: https://www.facebook.com/groups/PacificaRadiowaves/permalink/1345046588983955/. Her post links to her Sa12Oct article, ‘The turn of the screw: WBAI’s elected directors prevented from voting on WBAI shutdown’, https://pacificainexile.org/archives/2769.

In response to that post, Kim Kaufman noted, “Kathy Davis was on the PNB when Summer asked for a vote of the PNB to lay off/fire a majority of the WBAI staff in 2012 or 2013. Kathy voted for it, even though she knew she would lose her job. She voted for what’s best for Pacifica.” Ms Rosenberg replied, “Absolutely. No staff representative has ever been excluded from a vote regarding layoffs for expense-cutting in the history of Pacifica democratic governance. Until now” (my emphases).

My own comment was posted at that FB group, with this as the final sentence of the intro:

𝙏𝙝𝙚 𝙬𝙖𝙮 𝙩𝙝𝙚 𝙗𝙧𝙚𝙖𝙠𝙚𝙧𝙨 𝙖𝙧𝙚 𝙤𝙥𝙚𝙧𝙖𝙩𝙞𝙣𝙜 𝙞𝙨 𝙥𝙤𝙞𝙨𝙤𝙣𝙞𝙣𝙜 𝙋𝙖𝙘𝙞𝙛𝙞𝙘𝙖 – 𝙖𝙣𝙙 𝙬𝙝𝙤 𝙬𝙤𝙪𝙡𝙙 𝙞𝙢𝙖𝙜𝙞𝙣𝙚 𝙩𝙝𝙞𝙨 𝙞𝙨𝙣’𝙩 𝙥𝙖𝙧𝙩 𝙤𝙛 𝙩𝙝𝙚 𝙞𝙣𝙩𝙚𝙣𝙩?

~~~

Tracy, why do you say “Board directors representing WBAI’s 8,000 voting members prevented from voting” (my emphasis)? Who, making what decision, has done this? When was this decision made? How can such a decision be made by other than a legally constituted meeting of the PNB, at which those alleged to have a conflict of interest are (1) able to hear the reasoning against them, before (2) being given time to get advice (legal & otherwise), & then (3) having the opportunity to present at a PNB meeting an evidenced counter-argument?

https://kpftx.org/pacalendar/cal_show1.php?eventdate=20191011 & https://kpftx.org/pacalendar/cal_show1.php?eventdate=20191012

Tracy, you say “prevented”, so the PNB voted to exclude the three? Was this done at Friday’s meeting?

Just some immediate, obvious points concerning by-law 13, “Conflicts of Interest”, that Greene relies on for his opinion. [UPDATE, Sa12Oct: Tracy says, “Greene is not relying on Pacifica’s bylaws. He’s relying on section 5233 of the CA Corporations Code”. https://www.facebook.com/groups/PacificaRadiowaves/permalink/1345144892307458/]

Links to by-law 13: https://pacifica.org/indexed_bylaws/art13.html (this form is convenient); another is the booklet, also dated 1Jan2016, pages 37-9 https://mega.nz/#!qyBgCK6J!99O3H916evVwa5U0FSef2ONlL8pkQU4OZKLZIfXzq6Y)

On its face, there are two themes in this by-law that make it inapplicable here:

• it only applies when “financial or business interests” are involved; &
• it only applies to “proposed contract or transaction”, so prospective action by Pacifica, not retrospective justifications of unauthorised actions by IEW Vernile, the Interim Executive Wrecker.

I’ll go thru the by-law in its sequence.

https://pacifica.org/indexed_bylaws/art13sec2.html

https://pacifica.org/indexed_bylaws/art13sec3.html

But the whole of by-law 13 only refers to prospective action by Pacifica, “proposed contract or transaction”, not retrospective action, such as Vernile’s wrecking on Monday.

13(3) then speaks of “after the Interested Person responds to any questions that the Board may have regarding the Conflict of Interest, the Board shall discuss the matter, outside the Interested Party’s presence, and vote on the contract or transaction in question” (my emphases): so this occurs during a PNB meeting, not an exchange of emails – and anyway, the possible conflict of interest refers to prospective action, not retrospective.

Furthermore, 13(3) says, “In order to approve the contract or transaction, the Board must in good faith after reasonable investigation make the following determinations [blah, blah]” (my emphases): no evidence has ever been presented that shuttering WBAI was merely one option amongst a number of considered, thought through, &, furthermore, costed options; indeed, there is no evidence that the PNB has ever directed the IEW & ICFO to document such options, & no evidence that the PNB has ever discussed such options.

https://pacifica.org/indexed_bylaws/art13sec4.html

The next & final paragraph, indeed, the last of this by-law: “If, after hearing the response of the Interested Person and making any further investigation, the Board reasonably believes is warranted in the circumstances, the Board determines that the Interested Person has in fact failed to disclose an actual or potential Conflict of Interest, it shall take that action it, in its sole discretion, believes to be appropriate in light of the circumstances.” Again, all this done in five minutes?

Kangaroo court.