From: siddharta5@yahoo.com
Subject: Notes for 4/2/2002 WBAI BRS Meeting
Reply-to: WBAIBylaws@yahoogroups.com

First Meeting of the WBAI Area Bylaws Revisions Subcommittee (BRS)
Location: 75 Varick Street, 14th Floor, NY, NY
Convened: 6:55 pm, Tuesday April 9, 2002

Meeting notes by Fred Nguyen, Concerned Friends – New Jersey (CFNJ)

In attendance from the subcommittee:  From interim Pacifica National 
Board (iPNB): Leslie Cagan, Ray Laforest, Janice K. Bryant and from 
WBAI Local Advisory Board (LAB): Marion Borenstein, Miguel Maldonado, 
Andy Norris, Lee Kronick.  Approximately 100 to 120 members of the 
community were present.

Lee and Marion stated the continuity between the work of the WBAI 
Exploratory committee and the subcommittee and announced that it was 
decided that the former would fold into the latter for now and that 
the work product would be merged.  The work done by the subcommittee 
will be collected and summarized.  The processes are similar.

Leslie detailed the iPNB resolution at the LA meeting in March 2002, 
which formed  Bylaws Revision committee (BRC) composed of iPNB 
members of all signal areas and now chaired by Carol Spooner and the 
formation of 5 subcommittees in the 5 signal areas (LA, Berkeley, 
Houston, NY and DC) composed of one or more iPNB and at least 3 LAB 
members from the signal area and members of the community.  After 
considerable input from the listeners, the iPNB set up the Bylaws 
Revision Committee process.  The
settlement called for the review and revisions of the Bylaws, and it 
might make sense to start with a review of what we presently have, 
but this process is wide open.
The lawsuit settlement requires that the new bylaws be approved by 
2/3 of the iPNB and 3 of 5 LABs.

There is no mandate for all issues or only some issues to be 
covered.  All subcommittee-gathered information will be collated for 
a draft to be prepared by the Bylaws Revisions Committee, which in 
turn will be sent down for review and comments by the subcommittees.  
Subsequently, a revised draft will be prepared by the BRC and so on 
until a final draft is ready for a vote.  The target date must be 
before September 2002 to allow for preparations for elections of the 
LABs in Fall 2002.  A new PNB would then be conceivably formed in 
Spring 2002.

Janice: Many people have been involved in election proposals and 
bylaws for a long time.  They are requested to be open.  We want 
democracy but we also want to be just.  There are concerns about 
preserving diversity.  We need to work together to make something 
beautiful happen.

Ray: The role of the board (PNB) is to protect the articles of 
incorporation, including the mission of Pacifica.  The scope of the 
activities of the subcommittee is to collect and review all and any 
and all materials presented by the community.

Questionnaire: Fred Nguyen from CFNJ initiated a 16 multiple-choice 
questionnaire to help participants in the community become familiar 
with some of the issues and some of the possible answers.  It is not 
an official questionnaire but the subcommittee encourages any and all 
input.  Some objected that there were not enough choices as answers 
but all questions had a "other/comment" answer.  The 15 questions 
proposed by C. Spooner are only a starting point, a first stage, 
which can be used in conjunction with outreach to bring people on the 
same page.  Most philosophical discussions need to start from a point.

Attendees comments (not in actual order):

? Process: participants have various degrees of experience and 
knowledge
? Current bylaws have 10 sections
? Procedure and rules of meetings: unresolved but one iPNB member is 
chair and can designate an alternate meeting chair
? Look at existing bylaws: the questionnaire is a good start to focus 
on some issues.  
? There are problems with existing bylaws.  There are also structural 
issues at Pacifica.  A third area is elections and the various modes 
of elections.  So there is little time to cover everything and we 
must focus to accomplish it in a timely manner.
? Main issues must be identified. 
? How will the subcommittee run?  What process? 
? What are the bylaws now? (need for documentation) and what are the
criticisms?
? Who decides on what version of the bylaws prevails?
? Meetings to determine what questions will be addressed at the next 
meeting
? Bylaws have categories, e.g. membership, meetings, officers etc. 

Provide boilerplate, outline of categories, a checklist.  There needs 
to be a selection of what is important
? Perhaps a meeting format addressing issues in order of importance 

and time limit on each issue
? Much information on WBAI.net
? Important goal: develop a model, which never allows a take over 
again.  Analyze what happened, who, when, how.  Empower whom and in 
what circumstances?
? Bylaws revisions methodology: start from KPFA guidelines as 
elections procedures, also "Wonderwheel" document.  All categories 
are there
? 2 issues 1) Conflict between democracy and assurance against 
takeover 2) Democracy vs. diversity.  One cannot be too rigid either 
way
? Present bylaws draft on the air for people to be informed and 
participate
? Bring material and hand-outs at meetings
? National show
? Subcommittee meetings and/or town hall meetings in various 
locations to allow for outlying area participation
? Listserve for subcommittee assigned to Andy.  Fred will set up
? Communication w/o computers could be via phone/fax
? Orange Concerned Friends pamphlet has bylaws
? Other lists of questions are available.  Should there be a 
facilitator
? There is a contradiction between the priorities of educating the 
public and rushing the process
? What is the mission
? KPFA/KPFK bylaws models comparison.  Wonderwheel tool.  Orange 
pamphlet
? Need for on air programs.  When, how?
? If the bylaws are not approved after extension(s), the process 
defaults to the lawsuits
? How programming is determined and need to be protected as an 
asset.  Tension between mission and free speech
? A Friday evening meeting from 10 to 12 pm will feature the various
 
listener issues and bylaws.  Dred Scott will host.

Leslie: 

The various issues seem to be as follows:
1. Role and functions of bylaws (what purpose)
2. Membership:  who and what rights
3. Board: who elects and composition
4. Officers:  what kind, is there an executive committee?
5. Role of national board
6. Role of local boards
7. Election procedures for local boards
8. Terms in office
9. Executive Director's role vis-à-vis national board and other 
bodies (stations and LABs)
10. Financial oversight?
11. What kinds of checks and balances
12. Section on "never again"

Documents:
1. Present bylaws
2. Wonderwheel document
3. Pacifica mission
4. Description of KPFA model
5. Other models
6. Framing questions

How to work:
1. List serve locally (also, nationally?)
2. Schedule of meetings
3. Meetings outside of Manhattan
4. Taping of meetings (webcasts, broadcasts, conferencing?)
5. Pick up points for non-computer folks
6. Phone access – CF hotline
7. On air discussion
8. Outside facilitator

More questions/comments:
? Inclusion of other groups in the subcommittee?  Answer:  all 
meetings are open, all input is accepted, any disagreement on 
process, pass it along to the national committee
? Bob Bogen: Proportional representation is required.  Bylaws:  what 
process, what substantive elements need to be considered, issue of 
program content.  Lew Hill had a producer/staff coop model.  The 
current trend is for consumer coop.  This contradiction needs to be 
addressed. 
? Do a survey with listeners about aired bylaws program.  
? KPFA model, Key is:  who are the candidates? 
? Process:  get info on what can be achieved technically.  Do not set 
rules/barriers. 
? Who is chair.  Structure needs discussion. Have a facilitator?  
Problem getting along?

Miguel: If people don't want to cooperate, a facilitator won't help.  
We need to use the time we have to create something.  Give Ray a 
chance.

Paul Surovell: Look at Wonderwheel document.  KPFA achieved 20% 
elections participation.  10% to 12% would have been OK too.  Also, 
don't have bylaws debates during the day.  You may turn people off

Lilian:  Friday from 10 to 12pm is good.  People are home

Fred Nguyen: The producer community is divided.  Some from the old 
regime are still there.  The situation is quite political.  On air 
bylaws elections shows must be well planned panels with balanced 
participation to avoid further problems at the station

Sheila Hamanaka:  Programming.  The suburbs has no voice

Bob Stram:  There are others way to facilitate.  Narrowing the focus 
on key issues works

Meeting Schedule:

Thursday April 11
Tuesday April 16
Tuesday April 23
Tuesday April 30 (Maplewood)