2009-12-28 Board Meeting Agenda


Agenda KBOO Board of Directors 12/28/2009
Judy is signed up to bring food.
Introductory Matters 6-6:30 pm
Public Comments
Approve October and November Minutes
See if people completed last month's assignment to read the Bylaws
Check to see progress on other commitments--
Maire was going to check the recording of last month's meeting to resolve issue from minutes re: her vote
We were supposed to get clarification from Mark on the Board Liaison policy
Items From Last Month 6:30-7:15
Vacant Board Seat
Jim Ayala Process—Strategic planning—2009 Goals Document Attached
New Matters 7:15-8 pm
Comment on Promotions and Advertising from Yugen Rashaad
Policy proposals for Board Approval--Attached
Membership Dues Policy
Studio Rental Policy
Membership List Policy
Closed Session 8-9:30 pm
            Contract Negotiations
Personnel Matters
Employee Reviews
Litigation Update--including policy issue
Attachments for 12/28/KBOO Board Meeting
Attachment 1
KBOO Board of Directors’
Organization Goals & Objectives 2009
(Goals are in BOLD)
The goals and objectives for KBOO as proposed by the Board of Directors will serve to guide our decisions for the 2009 board sessions. These goals are designed to improve upon the success of KBOO while, evolving the organization to be viable and sustainable in the future. We acknowledge that most of these goals have been carried on from 2008 and that staff, board, and volunteers have already begun work on meeting the objectives outlined below.
Organizational Development: Improve the functionality and effectiveness of the KBOO Board, staff and volunteers.
l        Develop effective decision-making processes that are inclusive of our diverse community members.  
l        Develop clarity of roles for board, staff and committees. This includes redefining staff job descriptions; define interaction with the board and committees.
l        Improve effectiveness of committees. Define the role that committees play and how can they be most effective in meeting our needs. 
l        Board and Station Manager shall explore effective organizational techniques to include realigning staff/manager relations, changes in organization's staff arrangement, effectiveness of current staffing model and need for new/changed positions, and staff compensation and benefits.
Improved Programming: Improve quality, consistency and scheduling of programs to better meet the needs of the community and to increase listenership, while reflecting our core values. 
l        Train staff and volunteers to improve consistency of KBOO sound and add professional quality.
l        Improve program scheduling to provide more consistent presence in the community.
l        Replace and purchase equipment as needed to improve sound quality.
Strategic Planning: Define our organizational purpose in a changing media landscape, set clear goals for the entire station and provide resources to effectively meet those goals.
1.      Develop a mission and vision statement that position KBOO to be vibrant and sustainable in the future, while holding true to our values and history.
2.      Involve our greater community to provide input, participation and ownership in developing a sustainable organization.
3.      Create a 3-5 year strategic plan for the organization including, but not limited to, marketing, development, organizational structure, programming, and outreach.
Financial Stability: Diversify KBOO's revenue streams to ensure the sustainability of the organization. Increase listenership & membership by increased outreach.
l        Improve Outreach: Increase visibility, community connections and external fundraising while effectively promoting KBOO.
l        Improve Web presence: Improve functionality and community connection throughout site. Optimize technologies to serve our listeners/viewers.  Create a more interactive web experience that will drive individuals to listen to and support KBOO.
l        Improve Development through new, diversified and enhanced revenue streams to include fundraising events, increases in underwriting, major donor relations, Friends of KBOO Youth, bequests recruitment, product sales, non-listener members and grants.
l        Increase core membership through increased listenership, renewing lapsed members, new member recruitment, outreach events, advertising, etc
l        Create annual goal for Board fundraising and recruitment of new members.
Attachment 2
KBOO Radio Policy
Membership Dues
Date: December 16, 2009
POLICY # ______
Approved by: Board of Dir. on ____________
The purpose of this policy is to establish the minimum dues and timelines to become a KBOO member.
1)      The minimum amount for annual membership dues is:
a)      $20 for adults, or
b)      $10 annually for youth, defined as a person under 21 years of age (the purpose of the Youth Membership is to get young people involved with KBOO and with charitable giving.)
2)      A donor is admitted as a member upon:
a)      donating at least the minimum membership amount in full, or
b)      establishing a monthly Electronic Funds Transfer (EFT) of at least $5 per month.   The EFT is considered established when the station has received and processed necessary bank account information and written permission to establish withdrawals. A monthly debit card or credit card deduction is not considered to be an EFT. 
3)      Membership expiration date:
a)      The expiration date is one year from the date on which KBOO processes the full payment of minimum membership dues for members paying in a manner other than EFT.
b)      The expiration date for EFT donors who cancel their EFT payments within the first year but who have paid the minimum amount for annual membership dues is the anniversary of the date on which KBOO processed the initial payment. EFT donors who cancel their deduction within the first year but have not paid the minimum amount for annual membership dues will not receive an expiration date and their membership is cancelled as of the date of cancellation.
c)      EFT donors who cancel their deduction after the first complete year, but who have paid the minimum amount for annual membership dues in the subsequent year, will receive an expiration date one year from the date on which we processed the initial payment in the subsequent year. EFT donors who cancel their deduction after the first complete year, but have not paid the minimum amount for annual membership dues in the subsequent year, will receive an expiration date equal the last date of the month in which the deduction was cancelled.
Attachment 3
December 1, 2009
Our policy that sets studio rental rates, administrative fees for grants and ownership rights for produced material is 20 years old. Staff discussed today and made recommendations for Manager to bring to Finance to update our Administrative Fee from 5% to 10%; take the exact studio rental rates out of the policy; and update other language in the policy.
  1. Administrative Fee:
The current policy sets the administrative fee for fiscal sponsorship at 5% which is too low to compensate KBOO for our time spent on these projects and is also out of date with current trends. Staff recommends a 10% fee. 
There are two projects that we have currently agreed to sponsor. These were set at 7%, because we weren’t up to speed on the policy. Staff recommends grandfathering them in at 7% when we sign the paperwork.
  1. Studio Rental Rates: These are currently set at $25 per hour. For commercial clients, this should be $50-$100 per hour. 
For many grants, we will want to include this as an “in kind contribution.” For in-kind contributions, it’s advantageous to have a higher rate that reflects real-world market conditions because this shows the full value of our contribution.
For certain volunteer projects, the station has occasionally and informally let volunteers use studios in specific, approved situations. Therefore, we will have the Station Manager set the rates in conjunction with the Finance Committee. “In Kind” is also addressed.
  1. Other Language: The current policy refers to “tape sales,” doesn’t address fiscal sponsorships, etc. We probably need a separate policy on fiscal sponsorships, but that will have to be a separate project.
A draft revision is on the next page for feedback. Any comments on the overall goals or exact language appreciated. Original is attached separately.
1.         Material produced outside KBOO, but aired on KBOO, no KBOO finances involved, producer owns rights.
2.         Recorded materials produced at KBOO (from producer's material), producer owns rights, KBOO and producer split any sales 50% each (net).
a.         If sales are through KBOO, KBOO does bookkeeping, pays producer.
b.         If sales are through producer, producer does bookkeeping, pays KBOO.
c.         If recorded materials are distributed outside of KBOO by producer, KBOO gets a spoken credit on recording, and mention in print publicity.
d.         KBOO gets copies of recorded materials and unlimited future airplay rights.
e.         If producer leaves KBOO, it is their responsibility to notify KBOO of further sales and make payments. If KBOO continues to make sales, producer is responsible for notifying KBOO of future address for payments.
f.          Time limit on sales is two years. Any sales past then must be renegotiated.
3.         Specific projects:
a.         KBOO has the right to assign project to a volunteer before negotiation with an outside producer. Anyone working on assignment is considered to be a volunteer, KBOO owns rights to material.
b.         If a person creates a new program using existing material (either their own or KBOO-owned material) they are the producer of that program and own rights, KBOO and producer split any sales 50% each (net).
c.         Producer is responsible for ascertaining the existing rights to any other materials used.
d.         If KBOO has other material in its archives (but not KBOO-owned material), and producer obtains permission to use this material, KBOO will provide copies to producer and charge duplication costs.
e.         The station manager, with input from news director or program director, will decide what constitutes "creation" of a new program.
4.                  Material produced with KBOO as fiscal sponsor or handles project finances:
a.                   KBOO initiates project:
1.         KBOO Hires producer(s)
2.         KBOO administers grant.
3.         KBOO distributes recordings.
4.         Sells recordings (if applicable).
5.         KBOO owns rights.
6.         KBOO gets 10% of grant/funding for indirect costs (operating and maintaining equipment and studios, depreciation, administration, office space, supplies, etc).
7.         KBOO may charge an hourly rate for studio time. The hourly rate(s) shall be established by the Station Manager in conjunction with the Finance Committee. However, this fee may be waived and considered and “in kind” contribution by the station, particularly for material that will be aired on KBOO.
8.         Producer is an independent contractor when possible; may have other duties as specified in contract (training, pledge drives, phones, etc.); salary included in budget.
b.         Producer initiates project:
1.                  Station Manager must approve grant application.
2.                  KBOO Board must approve fiscal sponsorship.
3.                  Producer distributes recordings.
4.                  Producer sells recordings (if applicable).
5.                  Producer owns rights.
6.                  KBOO gets 10% of grant/funding for indirect costs.
7.                  KBOO may charge an hourly rate for studio time. The hourly rate(s) shall be established by the Station Manager in conjunction with the Finance Committee. However, this fee may be waived and considered and “in kind” contribution by the station, particularly for material that will be aired on KBOO.
8.                  Producer is an independent contractor when possible; may have other duties as specified in contract; salary included in budget.
9.                  KBOO gets copies of recordings an unlimited future airplay rights.
10.              KBOO gets a spoken credit on recording, and mention in print publicity.
5.                  Studio rental fees when KBOO is not a fiscal sponsor of project:
a.       Individuals or companies may, from time to time, wish to rent KBOO studios. 
b.      KBOO will charge an hourly rate for studio time. The hourly rate(s) shall be established by the Station Manager in conjunction with the Finance Committee. 
c.       Scheduling priority is given to KBOO productions.
d.      Considerations for hourly studio rates:
a.       The KBOO studios need to be available for KBOO production. Studio rental rates should generally be priced to encourage in-house uses over third-party or commercial production.
b.      This fee may be waived, particularly for material that will be aired on KBOO or for specific projects by active volunteers and do not interfere with other station operations. Such projects must be approved by Program Director, Volunteer Coordinator and Station Manager. 
·         Adopted by Board of Directors 12/20/89
·         Amended 12/28/09 by Board of Directors to:
1)        Increase administrative fee for grants. This was previously at 5% which didn’t adequately compensate for staff time.
2)        Allow Station Manager in consultation with Finance Committee to set studio rates. Studio rates were previously set in the policy. This allows flexibility in setting rates and also offers more meaningful valuations when rates are included as “in kind” services in grant applications.
3)        Update media language. Policy previously referred to “tapes.”
4)        Update fiscal sponsorship language.
Attachment 4
KBOO Community Radio shall not trade, rent or sell our membership list. We will only release membership information if required by law.
                                                                                            Revised by Board of Directors 4/26/03


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