Meeting of the KBOO Board of Directors 2011/07/25

 Regular Meeting of the KBOO Foundation Board of Directors, July 25, 2011

Place: KBOO offices

 

Proper notice of the meeting was given.

Present: Keller, Paula, Kurt, Becky, Judy, Nia, Hadrian, Pete, Chris A., Michael

Absent: Mimi, Maire

A quorum was present.

 

6:09 p.m.: Board check in.

 

6:18: Reintroduction of Brush as board meeting facilitator.

 

6:32: Consent Agenda presented by Paula.

1.      Appoint Pete as Secretary of the Board.

2.      Approve June 2011 Board meeting minutes.

3.      Approve grant application proposal.

4.      Strategic Plan Implementation workgroup.

5.      Approve amending bylaws re finance committee

6.      Review June’s “next steps.”

7.      Approve Brush as Board meeting facilitator.

8.      Separate the Personnel/Governance Committee into two committees.

 

1.      Appoint Pete as Secretary of the Board

Erin makes a motion to appoint Pete as secretary.

Nia seconds the motion.

The vote is unanimous.

The motion carried.

 

2.      Approve June 2011 Board meeting minutes.

Judy makes a motion to approve the June minutes as amended, with corrections.

Becky seconds the motion.

Discussion: Michael cannot approve the minutes because they go beyond mere minutes. Refers the question to the governance committee re content of minutes. Becky asks that board members submit suggested changes or amendments to the minutes than approve.

6 for (Erin, Paula, Kurt, Nia, Hadrian, Becky)

1 opposes (Michael)

3 abstain (Pete, Keller, Chris)

The motion carried.

 

3.      Approve grant application proposal.

Grant application proposal (for the Community Consultancy Project of the Organizational Development Network)

Judy makes a motion to apply for the grant.

Paula seconds the motion.

Discussion: Keller asks about additional fees. Hadrian responds that it is a flat $50 fee and we cover our own costs, as necessary, such as printing and mailing. Hadrian will circulate a copy of the application packet.

Kurt calls for the vote.

The vote is unanimous.

The motion carried.

 

4.      Strategic Plan Implementation workgroup

Erin made a motion that the Board support the SPI workgroup comprising Judy, Becky, Chris M., and Andrew.

Nia seconded the motion.

Discussion: Judy stated that the workgroup would merely function as a project manager. Keller stated that she believed the workgroup would flesh out the Plan more, not simply ensure that timelines were met. Michael stated that the proposal under discussion was unrefined and questioned the authority of the workgroup for the purpose of advising the Board, that the Bylaws do not provide for this type of group.

8 for

0 opposed

1 abstained

The motion carried.

 

5.      Approve amending bylaws re finance committee

Erin made a motion to change the Bylaw language with respect to the finance committee (see attached).

Keller seconded the motion.

The vote is unanimous.

The motion carried.

 

6.      Review June’s “next steps.”

Paula stated that everything in the next steps happened.

 

7.      Approve Brush as Board meeting facilitator.

Becky made a motion that the Board contract with Brush for him to facilitate the August and September Board meetings.

Nia seconded the motion.

Discussion: Chris questioned the authority for having brought in Brush in the first place. Paula answered that his references were checked.

Hadrian called for the vote.

9 for

0 opposed

1 abstained

 

8.      Separate the Personnel/Governance Committee into two committees.

No motion, just discussion.

Michael stated that, according to the Bylaws, the Personnel Committee is that the only one that exists; there is not Governance Committee mentioned in the Bylaws. He suggests that the Personnel Committee be separated from the personnel/Governance Committee, and then the personnel Committee can go off and do what it does. If the Board wants a governance committee, the board must create it and charge it. Michael and Hadrian agreed to draft the language for a relevant motion over the break.

 

7:39: Break

 

Michael made a motion to create a governance committee under Article 8, Section 3 of the Bylaws to advise the Board on matters of governance.

Hadrian seconded the motion.

Michael restated the motion that the current Personnel/Governance Committee be reformed as the Personnel Committee and that the Board create a governance committee under Article 8, Section 3 of the Bylaws to advise the Board on matters of governance.

Becky makes a friendly amendment to appoint Michael and Hadrian as members of said committee.

9 for

0 opposed

1 abstained (Nia)

The motion carried.

 

Discussion re Collective Staff Management proposal.

 

8:47: Keller made a motion to move to closed session to discuss matters relating to individual employees.

Nia seconded the motion.

9 for

1 against (Michael)

0 abstain

The motion carried.

 

9:25: Keller made a motion to move out of closed session.

Nia seconded the motion.

9 for

0 against

1 abstained

The motion carried.

 

Further discussion re Collective Staff Management proposal.

 

Discussion re banning. Referred to Governance Committee.

 

Review Policy #1: Tabled.

 

Nominating Committee report: Seeking Board approval to put four positions on the ballot, but only one person had announced as a candidate. Must mail annual meeting notice to members by August 17, 2011.

 

Personnel Committee report: Prepared to have Board review and approve job description for Development Director.

 

Next regular meeting of Board: August 22, 2011.

 

Meeting adjourned at 9:52 p.m.

 

Copyright © 2012 KBOO Community Radio | Community Guidelines | Website Illustration & Design by: KMF ILLUSTRATION