KCR Board Mtg Minutes - Dec 9, 2009
Meeting Date: Wed Dec 09 2009
Kootenay Co-op Radio
Minutes of the Board Meeting
Date: Wednesday December 9, 2009
Started: 6:35pm – adjourned at 9:10pm.
Board Members present: Lise Godin (Chair), Susan Kurtz (Co-Chair), John Humphrey (Treasurer), Nancy Liknes (Secretary), Michael Murray, Devorah MacLean, Bob Olsen, Kimberley Scot, Bill Levey, David Beringer, & Catherine Fisher.
Staff: (Minutes) Leah Wilson
AGENDA
1.Check in & welcome:
2.Agenda and Minutes: Additions to Agenda proposed: all approve agenda and last meeting minutes.
3.Time Keeper: Bob Olsen.
4.Katimavik:
The Board of Directors fully supports the application of Kootenay Cooperative Radio in efforts to secure Katimavik Volunteers. A valuable opportunity for this community radio station.
All Directors are in agreement.
5.Actions: From Nov. 5 Board Meeting
Action: Bob O to check with “founding members” regarding sponsorship name change - Ongoing
Action: Co-Chairs report at AGM to include a summary of evaluations as part of the Board Report to present to the members. - DONE
Action: Leah to include this years directors evaluation in to the directors handbook as an archive for reference. - Ongoing
Action: Leah prepare background information on what other radio stations have done when denied – as a review. - DONE
Action: All committees are to send terms of reference to Zoe for compile as single point of contact. - Ongoing
Action: Catherine to follow up with Dustin re: action to compose letter in response to member who is requesting inclusion in all committee group emails (so as to watch dog committee activity). - Action reworded below.
New Action: Nancy will send the letter written by the past board to the member, with an addendum from the current board. This will be added as a board discussion topic in a future agenda. See Next steps point 18.
Action: Fund-raising & Community Connections Committee to meet with Membership Committee before strategic planning /spring membership drive. - Ongoing
Action: Finance Committee to develop and report to the board that includes a time line and an action that speaks to the growing needs of this organization. - Ongoing
Action: Lise to forward to board of directors the job descriptions of staff positions. - DONE
Action: Catherine to compose a draft letter (courtesies) addressed to departing Members thanking them for their efforts – circulate to existing board for approval. - Partially DONE (The letter needs to be circulated)
Action: Board to review Sponsorship Policy. - DONE
New Action: Leah to update the website with the previously revised sponsorship policy
Action: Leah to print job descriptions for directors – to be included in Board Manual. - DONE
Action: Board Members to read “Executive Limitations Policy/Procedure before Board Orientation. - DONE
Action: David to forward letter from member who sent him a letter. - Ongoing
Action: Catherine to speak with Nancy (secretary) about how we best take feedback and respond to it. (re: letters to the board). - DONE
Action: Susan, Devorah, and Catherine to discuss potential protocol for internal email communication. - Ongoing
New Action: Future agenda item. See Next steps point 18.
6.Board Manual (25 minutes) (Lise & Nancy)
Nancy circulated printed copy of Board Manual documents for board to review and make notes for development.
a) Board Roles & Responsibilities
b) Directors Roles & Responsibilities
c) Board Code of Conduct
d) Board Communications Overview
e) Board Agreement
f) Management and Staff Code of Conduct
g) next steps: revision of manual prior to October 2010 AGM (evaluate need for ad-hock committee involvement)
Board Manual Tabled for January Meeting (after returned paper copy with revisions are handed in from every Board Member).
Board Manual Revision Ad hock Committee: John, Catherine, & Nancy (to review board manual).
Bill: suggested that Board Calendar to be priority, to have this portion complete sooner than later.
Action: Leah to send out all information regarding past board calendars for reference & all other information that would help.
Minute Taking Notes: (Calendar to include times for ordering merchandise)
Action: all directors to review board calendar information before next Board Meeting.
7.Finance Committee (Leah).
a) Financial snap shot review to the end of November 2009.
b) The Finance Committee recommends the board to approve the amended proposed Sponsorship Rate Card Changes circulated. Discussion ensued.
All in directors in agreement – approved.
c) Priority list for short term loan payback & committee spending freeze – presentation & discussion. Spending freeze continues.
8.Personnel Committee: recommendations for approval:
a) Compensation for Membership Drive Coordinator/Administrative Manager to be one week in lieu time off for hours worked on Membership Drive: Board Consensus: All Agreed.
b) Restructure of Administrative Manager hours: (Amended work days – Tuesday to Friday) approved.
c) Staff job descriptions – personnel committee is reviewing staff job descriptions – circulated documents are for reference.
d) Action Lise to circulate all changes to job descriptions.
9.Committee Reports: (5 min each = 40 min).
The usual protocol is for committees to circulate written reports, for organizational memory. Some of the reports were submitted verbally.
a) Policy - verbal
b) Building - submitted
c) Tech - submitted
d) Fund-raising - verbal
e) Community Connections - verbal
f) Programming - submitted
g) Regulatory Affairs – will meet on January 11th
h) Membership – verbal – will meet on January 15th.
10. Board Terms: Proposed to taken to the Policy Committee for clarification of number of years for director terms and staggered concept. All agreed.
11.Possible merge of Tech and Building Committees (Bill): these two committees are interrelated, and would benefit for both to meet as one.
New Action: Bill to present the question to both committees effected for full consensus.
12. Sponsorship Survey: John – in order to determine the size of the company our membership is willing to accept ads/sponsorship.
Bill: there currently is a sponsorship policy that addresses the questions.
Kimberley: membership/listener questionnaire happens every year.
Action: for the organization to create a larger questionnaire as part of the strategic plan, something that address as many aspects of KCR, including sponsorship. To include Deb as sponsorship coordinator in question crafting on sponsorship.
13. Board Communications Protocol: discussion to be made an agenda item.
14. Strategic planning: Lise–suggested to plan in advance.
Strategic Planning Ad-hock Committee struck for the 2010-2011 session:
Members: Lise, Susan, Leah, Devorah, & Catherine.
Action: Leah to circulate past goals for the board to review.
15. Consensus discussion:
Action: Leah & Susan: Leah to send to Susan existing documents, Susan to circulate to Board a compiled document on Board Consensus as a resource to review – with the intention to be included in Board Manual.
(Minute taker includes the following reference notes on consensus from the Rules of the Cooperative: that refer to the business of General Meetings.
21.1 Unless otherwise required by these Rules or the Cooperative Associations Act, all meetings of the Association shall attempt to reach consensus on the issues and motions that come before them.
21.2 Subject to Rule 21.1, if consensus is not reached at a meeting at which a decision is sought, then, at the discretion of the Board of Directors, or on the request of a member, a special meeting shall be called for the same day the next week at the same time and place.
21.3 If consensus is not reached under Rule 20.1 the issue shall be resolved by ¾ majority of
votes, and the result shall be a decision.
New Action: Board is to read said circulated document from Susan, and to read Rules on consensus before the January Meeting.
New Action: Leah to ask insurance company the details of insurance – do we have directors insurance.
Next Board Meeting: Thursday January 14 6pm (now making it every month on the second Thursday).
Meeting adjourned: 9:10pm
Minute Taking Notes: See next page for future Agenda Items.
16: Next steps future agenda items.
1) Member requesting inclusion in all group emails.
2) Protocol re: email communication.
3) Fiduciary responsibility. (clarity).
4) Archiving of existing KCR documents.
5) More educational activities/sponsorship (nature of coop) (Devorah).
6) sponsorship coordinator potential title change.
7) sponsorship policy (regarding political stuff).
8) Larger society for radio education society.
9) Board manual progress (PRIORITIZE the years planning calender – Start by finding the existing one).
10) Ensure Membership Committee secures T-shirts and merchandise ready for the next membership drive.
11) Board Evaluations for April & September 2010.
12) Line of Credit discussion – pending Finance Committee completion of “short term” & “long term” financial plan development.
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