Approved March 28, 2013
PACIFICA FOUNDATION BOARD

Page 1of 3
Special Open Telephone Meeting
March 14, 2013
At Various Locations
8:30 pm (ET), 7:30 pm (CT) and 5:30 pm (PT)

MINUTES



I. a. Call to Order/ Opening Business. Board Chair Summer Reese called
meeting to order at 8:45pm.


b. Roll Call/ Establish Quorum. Board Secretary Richard Uzzell called
the roll/ Quorum achieved. Brazon moved to excuse Dan Siegel's absences
both on March 11 and March 14. HNO both Excused.

Box Legend Attendance: X Present; Ab Absent; Exc Excused Absence;
AL Present-Arrived Late.
KPFA - Berkeley., CA. KPFK - L.A., CA.: KPFT -
Houston, TX.: WBAI - N.Y., N.Y.:
X Brian Edwards-Tiekert X Lydia Brazon X
Teresa Allen X Carolyn Birden
X Tracy Rosenberg X John Cromshow X
Jessica Apolinar X Janet Coleman
Exc Dan Siegel Ab Brenda Medina X
Nancy Hentschel X Cerene Roberts
X Margy Wilkinson X Summer Reese X Richard
Uzzell X Manijeh Saba


WPFW - Wash. D.C.: AFFILIATES: Staff & Counsel:
X Benito Diaz X Heather Gray
X Luzette King X Janis Lane-Ewart
X Tony Norman
X Katea Stitt


c. Agenda Approval. Allen moved the approval of the Agenda.
Discussion followed. Uzzell moved to take 30 minutes from the Open
Session at Committee Elections and to move it the Executive Session. HNO
Motion Approved.

Roberts called Point of Order that the order of New Business
preceding Unfinished Business was incorrect. Chair ruled that it was
acceptable as it was, but agreed to look at Roberts Rules.

HNO Motion to Approve the Agenda Approved.

d. Minutes Approval. None.

II. Acknowledgements.

Reese acknowledged the folks at WBAI for their work to save the station.

Coleman acknowledged the IED, Summer Reese for her work at WBAI.

III. New Business.

a. Motion to Reduce Number of Directors on Committees. Rosenberg moved
to rescind the motion permitting two directors from each station to be
seated as voting members on PNB standing committees and restore previous
policy of a maximum of one director from each signal area. Affected
committees are governance, audit, elections and personnel.
Approved March 28, 2013
PACIFICA FOUNDATION BOARD

Page 2of 3
MINUTES, Special Open Telephone Meeting, March 14, 2013




Consideration of Motion RE: PNB Committee Assignments continued...


Roberts called Point of Order that motion misrepresented the motion
it intended to rescind. Chair overruled and said that it was
"sufficiently clear" to proceed with a vote.

Roberts called for a roll call vote. Discussion followed.

Allen called Point of Order that for a roll call vote to be allowed
some percentage of the body had to approve such a vote. Chair overruled
and said if anyone asked for a roll call vote that she thought that
the body was required to do it. She will check with Robert's.

Motion to limit each station to one PNB Rep. on each committee, Approved
12-7. See vote below.

Box Legend Voting: Y Yes, N No, AB Abstained, PNV Present Not
Voting.
KPFA - Berkeley., CA. KPFK - L.A., CA.: KPFT -
Houston, TX.: WBAI - N.Y., N.Y.:
N Brian Edwards-Tiekert N Lydia Brazon Y
Teresa Allen Y Carolyn Birden
Y Tracy Rosenberg Y John Cromshow Y
Jessica Apolinar Y Janet Coleman
Dan Siegel Brenda Medina Y
Nancy Hentschel N Cerene Roberts
N Margy Wilkinson PNV Summer Reese Y Richard
Uzzell Y Manijeh Saba


WPFW - Wash. D.C.: AFFILIATES: Staff & Counsel:
N Benito Diaz Y Heather Gray
N Luzette King Y Janis Lane-Ewart
Y Tony Norman Motion Approved 12-7
N Katea Stitt

b. Election of PNB Reps to Committees. Chair instructed the Board that
since these elections require secret ballots, the Board would have to vote
by email to the National Office. Secretary gave an outline of the proposed
process to be followed. Each position that had two people vying for that
position would be in an election. The Board Secretary would create and send
out by 10:00 am (CT), March 15 an official ballot, which would contain
all positions in question and the two candidates for each position. These
ballots would be filled-out (one per Director), and emailed to Christine Neira,
at the Pacifica National Office, by no later than 12:00 pm (noon) (PT), March
21. The ballots would be counted and witnessed in that office the following
morning of March 22 and the results to be announced that afternoon. HNO,
the voting procedure was Approved.

This Note is added for information. The election was completed as
planned and this is the results.
Governance Personnel
Elections______________________
KPFA: Rosenberg 11 KPFA: Rosenberg 11 WBAI:
Birden 13
Siegel 8 Wilkinson 8 Roberts 6
WBAI: Saba 13 KPFK: Cromshow 12
Roberts 6 Brazon 7
WPFW: Norman 13 WBAI: Coleman 13
King 6 Roberts 6
Approved March 28, 2013
PACIFICA FOUNDATION BOARD

Page 3of 3
MINUTES, Special Open Telephone Meeting, March 14, 2013



c. Motion to close sign-up. Uzzell moved to close the committee sign-up
chart at midnight, March 14. Brazon moved to substitute to close the
committee sign-up chart at midnight, March 15. Discussion followed. Motion
to substitute Failed, 5-11-3. HNO Motion to close chart at midnight, March 14,
Approved.

d. Motion re: FRAT. Brazon moved to dissolve the Financial Recovery and
Audit Task Force (FRAT) of the PNB. Discussion followed. Motion to
dissolve FRAT Failed, 6-12-1.

IV. Adjournment. Time had expired. The Open Session Adjourned at 10:10 pm
(ET).





Minutes taken and scribed by Richard Uzzell, Board Secretary.




Minutes Approval:


Date Approved: March 28, 2013


Witness of Approval: Summer Reese, PNB Chair