CORPORATION FOR PUBLIC
BROADCASTING
OFFICE OF INSPECTOR GENERAL
COMPLIANCE AUDIT
of
PACIFICA FOUNDATION
BERKELEY, CALIFORNIA
AUDIT REPORT No. 97-01
APRIL 9, 1997
(s) Armando J. Arvizu, Inspector General
TABLE OF CONTENTS
TITLE PAGE
Executive Summary 1
Audit Procedures 3
Background 4
Audit Results 5
I. Strong Interest in Improving Pacifica's Structure 5
II. Public Announcements of Governing Board Meetings 6
III. Openness of Governing Board Meetings 8
IV. Closed Meeting Requirements 10
V. Public Announcements for KPFA Advisory Board Meetings 11
VI. Mission of Pacifica's Local Advisory Boards 12
VII. Governing Board Retreats 16
Conclusions and Recommendations 17
PURPOSE AND OBJECTIVE
On July 11, 1996, members of a California organization, known as 'Take Back KPFA', filed with the Office of Inspector General a complaint regarding Pacifica Foundation, owner and operator of a network of local public radio stations. The complaint alleged that the Pacifica Foundation, headquartered in Berkeley, California, had failed to comply with the 'open board meetings' and 'advisory board' provisions of the Communications Act, and consequently, the public had not been able to effectively voice its concerns regarding operations and programming by the Berkeley local station, KPFA.
We reviewed Pacifica Foundation's operating procedures pertaining to the governing board and local advisory boards, and minutes of their meetings to determine if the Foundation had been complying with provisions of the 1934 Communications Act, as amended.
AUDIT SCOPE
We performed the audit at the Pacifica Foundation during March 24-28. The audit included reviews of minutes taken at meetings held by Board of Directors and the KPFA Local Advisory Board since May 1994. We also reviewed the minutes taken at four strategic planning sessions conducted by the Board of Directors since March 1996; the planning sessions were conducted in conjunction with the scheduled board meetings.
We reviewed policies and procedures for announcing board meetings to the public and for conducting governing and advisory board meetings. We interviewed members of Pacifica's Board of Directors, KPFA's Local Advisory Board, and members of Take Back KPFA.
AUDIT RESULTS
We noted a strong willingness by the Pacifica Board of Directors, the Executive Director, and staff to continually improve the organization; however, the Foundation had not been adhering to all Communications Act provisions it had agreed to follow when accepting CPB funding. Specifically,
The Board of Directors had been holding closed 'Retreats' in conjunction with their board meetings since March 1996. Take Back KPFA had been asked were those sessions another form of holding closed deliberations. We found, that with few minor exceptions, the Board did not deliberate on Foundation business during those sessions. Pacifica had properly classified those sessions as 'Retreats'.
CONCLUSIONS AND RECOMMENDATIONS
Pacific Foundation was not allowing the public to observe their board deliberations; the drafters of the Communications Act intended for governing board proceedings to be open to the public. The Foundation had obtained legal counsel regarding the issue and felt it was abiding by the Act provisions. However, the opening of Board of Directors meetings for one hour to just listen to public comments does not comply with legal requirements which reads that, "All persons shall be permitted to attend any meeting of the board, or of any such committee or body, ..." The statute allows closed sessions for only those reasons specifically stated therein. Deliberations being held in closed session did not meet the criteria specified in the statute. Staff personnel stated that Board meetings use (sic) to be open, until the Board started having problems with the public.
Also, the local advisory boards were ineffective because of restrictions placed by the Board of Directors.
The Communications Act clearly states that funding is contingent on compliance with its provisions. CPB has already provided all the FY97 funding to the Pacifica radio stations. We recommend that CPB's Vice- President of Systems and Station Development request from the Pacifica Foundation the following documentation for their Summer and Fall 1997 Board of Directors meetings to show that Pacifica intents to comply with legal requirements:
This would allow Pacifica six months to comply with legal requirements before any FY 1998 funds are released in November 1997.
PURPOSE AND OBJECTIVES
We audited Pacifica Foundation's records pertaining to the Board of Directors and the five Local Advisory Boards to determine if provisions of the Communications Act were being followed, a condition for continued funding by the Corporation for Public Broadcasting.
Section 396(k)(4) of the Act specifies, in part, that "Funds may not be distributed pursuant to this subsection to ... the licensee or permittee of any public broadcast station, unless the governing body of any such organization, any committee of such governing body, or any advisory body of such organization, holds open meetings preceded by reasonable notice to the Public."
Regarding advisory boards, Section 396(k)(8) of the Communications Act states that, "The board shall be permitted to review the programming goals established by the station, the service provided by the station, and the significant policy decisions rendered by the station. ... The board shall advise the governing body of the station with respect to whether the programming and other policies of such station are meeting the specialized educational and cultural needs of the communities served by the station, and may make such recommendations as it considers appropriate to meet such needs."
SCOPE AND METHODOLOGY
We reviewed the following Pacifica Foundation records:
We discussed operating policies and procedures with the Foundation's Executive Director and staff. We also conducted personal and phone interviews with members of the Board of Directors, the KPFA Advisory Board, and members of Take Back KPFA.
AUDITOR
The audit was performed by Armando J. Arvizu, CPA, CIA, in accordance with generally accepted government auditing standards.
Pacifica Foundation has a network of local public radio stations. The national office is located in Berkeley, California, the site of its first radio station (KPFA). Today the radio network has additional stations in North Hollywood, California (KPFK); Houston, Texas (KPFT); Washington, DC (WPFW); and New York, New York (WBAI).
The Foundation's Board of Directors is comprised of two members from each of the listening areas and five members at-large. Each of the five listening areas has a local advisory board comprised of 12 to 24 members. Day-to-day operations are performed by the Executive Director and a staff of three full-time and one half-time employees. Each radio station is managed by a general manager.
According to records maintained by CPB's Office of System and Station Development, all stations have met the required financial support index, except for the North Hollywood station. The required index is 0.09, and their actual index is 0.07.
Regarding the listening index, both the Berkeley and North Hollywood stations are below the required indexes. Berkeley needs an index of 0.12 but has an actual rating of 0.09. North Hollywood needs an index of 0.06, but has an actual rating of 0.03. Individual stations need to meet either the financial support or listening index to remain in good standing.
Pacifica Foundation is the only network of local radio stations supported by the Corporation for Public Broadcasting (CPB). CPB has provided the follow (sic) support since fiscal year 1990:
National Program
Community Production and Total
Fiscal Service Acquisition Annual
Year Grants Grants Grant
1990 $674,944 $250,856 $925,800
1991 664,328 248,080 912,408
1992 721,282 280,060 1,001,342
1993 894,260 329,969 1,224,229
1994 776,404 254,994 1,031,398
1995 883,626 312,485 1,196,111
1996 829,972 311,232 1,141,204
1997 776,262 318,659 1,094,921
The previous audit by the Office of Inspector General was performed in 1989.
Any network of radio stations, such as Pacifica, needs strong, central leadership when it comes to organizational and operational matters. Pacifica is improving its central management in those areas. In our review of governing board minutes and discussions with the Executive Director and her staff, we noted a strong interest in improving Pacifica's organizational structure, listener ratings, and financial status. For the last year, the governing board and the staff have undertaken efforts to prepare a strategic plan and place it into effect.
One recent improvement has been the initiation of phone conferences between the Board of Directors Chairman and the five Advisory Board Chairmen to ensure better flow of information.
Another positive step was to discontinue the practice of allowing station personnel to serve as members of the Board of Directors. We agree that the governing board is to be independent of operational matters.
BACKGROUND
The Communications Act requires that reasonable notice of open board meetings be provided to the public, to include time and place.
In its 1993 brochure entitled "Communications Act and Certification Requirements for CPB Station Grant Recipients", CPB recommended that proper documentation be maintained to show the methods used to give reasonable notice to the public and examples of notices of open meetings.
INADEQUATE ANNOUNCEMENTS OF PUBLIC MEETINGS
With the exception of copies of two short notices placed in newspapers on June 16, 1996 and January 21, 1997, Pacifica had not maintained any other documentation regarding announcements of Board of Directors meetings. Although the Executive Director stated that other meetings had been announced, we could not validate that other meetings had been announced to the public. We pointed out CPB's 1993 recommendation that documentation be maintained, but the Executive Director stated that was only a recommendation, not a requirement.
Minutes taken at the May 1994 board meeting held in New York stated that during the open comment session, a WBAI engineer, "spoke about his concerns about the lack of notification to the staff and listeners about the board meetings. The engineer asked the board that future meetings be announce (sic) over the air."
The need for public announcements is especially important for Pacifica because the governing board meetings are rotated to all five cities. The public in any of the five listening areas may have to wait as long as two years before being able to attend a governing board meeting.
The following shows the rotation of meetings and the announcement documentation available:
DATES OF MEETINGS LOCATION DOCUMENTATION
May 14,1994 New York City None
October 15, 1994 Houston None
February 11-12, 1995 Berkeley None
June 24-25, 1995 Washington, DC None
Sep. 30-Oct. 1, 1995 Houston None
March 10, 1996 Los Angeles None
June 23, 1996 Washington, DC "Washington Post" Notice
on 6/16/96
September 29, 1996 New York City None
January 26, 1997 Galveston, Texas "Houston Press" Notice on
1/1/97
According to the Executive Director and documentation for the June 23, 1996 and January 26, 1997 meetings, the announcements were being made only in those cities where the meetings were to be held. The Executive Director readily agreed that since Pacifica has stations in five cities, that the public in all five cities needed to be informed regarding upcoming board meetings and the locations.
Because of the relative proximity of Berkeley and Los Angeles, as well as Washington, DC and New York City, listeners in those areas could attend board meetings in either city. The five to seven days notice of meetings may not be sufficient time for listeners outside the immediate area to make arrangements to attend.
The two available announcements did not provide the times for the opens sessions, or any contact person who could provide additional information. The June 23, 1996 and January 27, 1997 newspaper announcements stated that the governing board meetings were to held (sic) from 8:30 AM to 12:30 or 1:30 PM; however, only one hour of those stated time frames were to be open to the public. The June 16, 1996 and January 21, 1997 newspaper announcements read as follows:
"Notice is hereby given for the Pacifica Foundation Board of Directors' (National) Meeting in Washington, DC on Sun. June 23, 1996 at the Hotel Sofitiel from 8:30 am-1 pm to discuss agenda and related issues."
"Notice is hereby given of a meeting of the National Board of Directors of the Pacifica Foundation in Galveston, Texas on Sunday, January 26, 1997 from 8:30 AM-12:30 PM. The meeting will take place at the Hotel Galvez, ... for the purpose of transacting matters of the agenda and any other matters which come before the Directors of the Corporation."
In what may be an isolated case, the time scheduled for the Public Comment session at the September 30, 1995 Board meeting was changed at the last minute. A representative of Take Back KPFA claimed attending the Board of Directors meeting on September 30, 1995 and obtaining a meeting agenda that morning. The agenda reflected that the Public Comment session was to be held from 5:00 to 6:00 PM that same day. However, according to the representative, the Board actually started the comment period about three hours earlier than scheduled. The representative claimed pointing out to the Board that other people may have wanted to attend the Public Comment session expecting it would be held at the originally scheduled time. In our review of Board minutes, we confirmed that the Board held 'two' Public Comment sessions on September 30, 1995.
CONCLUSION
Pacifica had not been providing adequate notice of pending governing board meetings to the public. However, we did see a willingness by the Executive Director to make the appropriate changes.
RECOMMENDATION
The Pacifica Foundation Executive Director should ensure that public notices of pending governing board meetings are made in all five cities where stations are located, with sufficient advance notice for members of the public to make arrangements to attend. Also, public notices should include the time for the open sessions. Proper documentation on public announcements should be maintained.
BACKGROUND
The Communications Act requires that governing boards, or any committees of such governing boards, hold meetings open to the public. The term 'meetings' means deliberations of at least the number of members of a governing board or advisory board, and their committees, required to take action on behalf of such board or committee where such deliberations determine or result in the joint conduct or disposition of their public broadcasting business.
The following elements must be present for governing board sessions to meet the statutory definition of a 'meeting': (1) a quorum must be present to take actions; (2) deliberations must take place; and (3) the deliberations must determine or result in the joint conduct or disposition of business.
The Act requires that all persons be permitted to attend any meeting of the board, or any committee, and that no person is to be required to register their name or provide any other information as a condition of attendance.
The Act does not prohibit governing boards, or their committees, from having closed meetings to consider:
ONLY PUBLIC COMMENT PERIODS OPEN TO THE PUBLIC
Only about one hour of the Board of Directors' meetings were being held in open session -- the hour that was being allowed for public comment. Board agendas provided to us by Pacifica clearly state that one hour of the Board's meetings are dedicated to 'Public Comment.'
The Communications Act does not address or require 'Public Comment' sessions, only that open meetings be held to enable the public to observe governing board deliberations. While Pacifica's Board of Directors meetings were not completely closed, they did not allow the public to observe the Board's deliberations.
Besides the one hour for public comment, all other governing board deliberations were being held in executive session. The minutes of board meetings held since May 1994, show that reports on such subjects as development, finance, financial audits, and By-Law amendments were being made in closed sessions. These reports do not meet the Communications Act criteria for closed meetings.
The Executive Director explained that all governing board meetings use (sic) to be open to the public until the board and staff started experiencing problems with the public. She cited a big protest at the June 1993 Board meeting in Los Angeles. The Executive Director and her staff cited acts of violence and written hate materials directed against the staff. Members of Take Back KPFA claimed they had not committed any acts of violence, and that they had even called the Police Department to determine what incidents Pacifica had claimed. The Pacifica staff did acknowledge that there were other groups who did not agree with Pacifica's methods of operation.
While we care for the safety of Pacifica volunteers and staff, and are sympathetic to their feelings, provisions of the Communications Act were not being met. The issue of violent acts against the staff cannot be addressed by closing all governing board deliberations.
PACIFICA PROTECTIVE OF ITS DOCUMENTS
We found that with the exception of a public file containing financial statements, IRS reports, and CPB Station Activity Reports, Pacifica held all other documents as confidential. The Executive Director stated that Board minutes are not released to the public. While the Communications Act does not address the release of governing board minutes to the public, such releases would be beneficial to the public because of the rotation of Board of Directors meetings. The public in any of the five cities may not be able to attend a board meeting for as long as two years, so the availability of minutes would be helpful. For example, a Board of Directors' meeting had not been held in Berkeley since February 1995.
The minutes would also be helpful for the Local Advisory Boards. One member of the KPFA Local Advisory Board informed us that the Board had not been receiving copies of Board of Directors minutes. KPFA Advisory Board members who are also members of the Board of Directors do not routinely brief the Advisory Boards regarding the Board of Directors deliberations.
Only one set of minutes were being prepared for both the closed and open Board sessions. The minutes did not provide start or adjourning times, nor whether sessions were held in executive session and/or open session.
Even though the Inspector General workpapers are classified as confidential and are protected at all times, we were not allowed to make copies of board minutes or remove the minutes from the room. We were initially denied access to the May and October 1994 board minutes, since we had specifically requested them when coordinating our visit through Pacifica's attorney. All documents released to us had to first be cleared with the Executive Director. We were denied access to the board meeting 'books' and minutes of meetings held by the governing board's executive committee. We were later given copies of Board meeting agendas and listener ratings.
CONCLUSIONS
Pacifica has not complied with Communications Act requirements for openness of governing board deliberations.
RECOMMENDATIONS
Pacifica's Board of Directors should allow the public to observe all board deliberations, with the exceptions of those subjects specifically authorized by the Communications Act. Governing board minutes of open sessions should be made available to the public and advisory board members.
BACKGROUND
The Communications Act requires that whenever governing board sessions are closed to the public, a written statement containing an explanation of the reasons for closing the meeting be made available to the public within a reasonable period of time thereafter. The explanation for the closing of meetings should use the words stated in the statute.
WRITTEN NOTICES NOT BEING ISSUED
We asked Pacifica staff for written notices issued to the public regarding the closed Board sessions. With the exception of the Public Comment sessions, all board meetings were being held in closed session. We were informed that written notices were not being issued, but that instead, oral statements to that effect were made at the conclusion of each board meeting.
CONCLUSION
The procedure of making oral announcements does not comply with legal requirements. It is questionable that the public would become aware of those oral statements.
RECOMMENDATION
Pacifica should issue written statements to the public within a reasonable period after each board meeting, providing the reasons for closing any Board's deliberations.
BACKGROUND
The requirements to announce advisory board meetings are the same as those for governing board meetings. The public is to be given reasonable notice, to include time and place.
REASONABLE NOTICE BEING PROVIDED
There was no documentation available at the Foundation's national office regarding public announcements for KPFA advisory board meetings; however, the Executive Director and a member of the KPFA Advisory Board explained that the meetings were announced over the air and in KPFA's program guide. Advisory Board members also felt their meetings were well advertised. Minutes of the advisory board meeting show that the meetings have been well-attended.
We determined that KPFA Advisory Board meetings are also open to the public. The KPFA Advisory Board showed its willingness to listen to community concerns during the July 12, 1995 meeting when 22 members of the public expressed concerns regarding announced changes in KPFA programming. The Advisory Board scheduled a special meeting on August 30, 1995 to hear the public's concern. Pacifica's staff members indicated to us that some 400 people attended the session. Minutes were not taken at the meeting, and there were no reports made to indicate actions taken as a result of that special session.
CONCLUSION
KPFA Advisory Board Meetings are well-advertised and the meetings are open to the public.
BACKGROUND
The Communications Act stipulates that stations are to establish community advisory boards. Stations are to undertake good-faith efforts to assure that (1) the advisory boards meet regularly; (2) members attend the meetings regularly; and (3) the composition of the boards reasonably represent the diverse needs and interests of the communities served by the stations.
The advisory boards are to be permitted to review the programming goals established by the station, the service provided by the station, and the significant policy decisions rendered by the stations. The boards are to advise the governing boards of the stations with respect to whether the programming and other policies are meeting the specialized educational and cultural needs of the communities served by the stations, and may make such recommendations as it considers appropriate to meet such ends.
The role of advisory boards is to be solely advisory in nature, except to the extent other responsibilities are delegated to the board by the governing board. Advisory boards are not to exercise any control over the daily management or operation of the stations.
According to CPB guidelines, the law segregates the management and operations of the governing board from the advisory board's functions to assure a clear demarcation between the governing board and the advisory board. The advisory board is to be an effective way for the public to participate in the planning and decision making of the station.
ADVISORY BOARDS HAD NOT BEEN ADVISING
The minutes taken at the Board of Directors' meetings since May 1994 did not reflect any briefings by the Local Advisory Boards. The Executive Director confirmed that the Local Advisory Boards had not been making any presentations regarding programming or any other recommendations. Two members of each of the five Pacifica advisory boards had also been serving on the Board of Directors, but those representatives had not made formal presentations to the governing board. If the advisory boards were performing their mission of assessing the education and cultural needs of the communities being served, they were not reporting those findings to anyone.
The Executive Director would just show us one page of a lengthy document, that may have been the new Strategic Plan. The page included a statement that Local Advisory Boards would not be allowed to make recommendations on 'specific radio programs'. We expressed our concern that the statement would keep the advisory boards from performing their intended functions. The Executive Director agreed and indicated the phrase would be changed.
The Local Advisory Boards did not initiate or participate in the significant programming changes made at all five stations on August 1, 1995, according to Board of Director minutes and statements by the Executive Director. The programming changes had been the center of attention for some time. The Board of Directors minutes for June 24-25, 1995 meeting reflected that the Programs Standards Committee announced the changes; the committee did not make any comments regarding participation by the Local Advisory Boards. In the case of the KPFA programming changes, the Board of Directors was informed that 'the KPFA staff had spent nine months' preparing for the programming changes. The Programs Standards Committee emphasized to the Board of Directors that they and the local boards had to publicly support the programming changes. Members were asked to be positive about the changes, when asked to comment.
The KPFA Advisory Board was informed of pending programming changes on November 9, 1994, when the KPFA General Manager reported that, "The KPFA staff is ready to implement the pending changes in programming and ... intend to effect these changes slowly, and to build audience levels day-by-day, show-by-show, rather than by making mass changes." According to the July 12, 1995 KPFA Advisory Board meeting minutes, the General Manager "briefly explained the reasons for and the mechanism used to implement [the] new program schedule that will take effect on August 1." Twenty-two members of the public attended the meeting to express concern over the pending programming changes. Based on the level of concern expressed, the Board Chairman scheduled a public hearing for August 30, 1995; that session was attended by an estimated 400 people. However, minutes were not taken at the August 30, 1995 public session, and there was no indication of any action taken as a result.
CHANGES ACTUALLY DIRECTED BY EXECUTIVE DIRECTOR
The Executive Director informed us that SHE had directed the 1995 programming changes that caused so much concern at all five stations; she was interested in increasing listening ratings. The five Advisory Boards had been left out of the loop. The Executive Director had good intentions, but failed to involve the local advisory boards to review listener preferences. While we agree with the Executive Director that the KPFA Advisory Board may have been mistakenly occupied with such operational matters as reviewing nominations for a new station manager and technical matters, we believe that the KPFA Advisory Board had sufficient time and experience to review community programming needs through its Community Needs Committee. Station management and staff had worked on programming changes for nine months so there had been time to involve the KPFA Advisory Board.
UNDUE INFLUENCE ON THE LOCAL ADVISORY BOARD
The Pacifica Board of Directors, the Executive Director, and Station Managers had exerted too much influence on the local advisory boards. At the October 1994 Board of Directors meeting, the Executive Director reported to the Board that station general managers "must be in charge of Local Advisory Boards. The advisory boards are in place to assist in the work of the stations." At that same meeting, the Board amended the job description of station managers to read: "To choose, manage and guide the work of Station Advisory Boards. (Clarifying the work of the Board.) The work of the Advisory Boards is to ensure that National Board policy is implemented; to assist the manager in preparation of and oversight of station plans and budgets; to review proposals involving the station; and to do community needs assessment and evaluate the overall performance of the station...."
In a July 12, 1995 Board Executive Committee memo to the Local Advisory Board, the Committee stated that in October 1994 the Board of Directors had mandated that station managers re-configure programming to better serve core listeners in each signal area, to develop more relevant and professional programming, and to increase the audience. The memo also stated that station managers and program directors had the authority to make such alterations WITHOUT THE APPROVAL OR DISAPPROVAL OF THE LOCAL ADVISORY BOARDS.
The July 12, 1995 memo continued to state that, "... The National Board expects the members of local Boards to assist and support the manager and his/her staff when asked and as needed. ... The Local Advisory Boards are, hereby, directed not to take action that will impede the plans of the station staff. Members of any local Board who do not feel that they can assist Pacifica in its present mission are advised to resign. If there are indications that actions are being taken collectively or individually to countermand the policies, directives and mandates of the Pacifica Board, the Board will take appropriate actions." (Note: We added the bold type for emphasis.)
As part of its Strategic Plan planning process the Board of Directors adopted in January 1997 (with a redraft on February 10, 1997) a new policy statement regarding the Local Advisory Boards to conform to the Board of Directors' wishes (Note: we added the bold type for emphasis.):
"Pacifica's Local Advisory Boards play an important role in the life of each station. The LABs are in place in order to carry out necessary support work at the stations. Minimum compliance with the federal law mandates that the Governing Board: 1.) establish a community board to provide management with a sense of community needs and issues, and 2.) to carry out requested support work, including raising money for the station. The LAB serves under the direction and guidance of the Pacifica Governing Board. The LAB serves at the will of the Governing Board and is monitored by the Chair and Executive Committee of the Governing Board which has the authority to recommend recognition, reorganization, reconstitution or dissolution of the LAB to the full Governing Board."
"The Governing Board shall annually review the LABs and certify that they are performing according to "Policies Governing LABs". If at any time it is determined that a LAB is out of compliance and has not carried out its assigned functions, the Governing Board can recommend reorganization, reconstitution, dissolution or other action."
The tone of Pacifica's statements and threats to replace the advisory boards if they do not agree with Board of Directors' policies and procedures would tend to inhibit the work of Advisory Boards.
Contrary to the statement by Pacifica in section 2 line 5 above, federal law does not "mandate" that advisory boards raise station funds. We believe it is a station operation; we discussed the fund- raising function with the Executive Director. She readily agreed that fund-raising was not an appropriate duty for the advisory boards, as that time may be used more effectively in assessing the educational and cultural needs of the listening communities.
Pacifica had acknowledged that the advisory boards had been given station operational duties (prohibited by the Communications Act), but still continued to make operational assignments to the advisory boards. In a March 6, 1997 memo to the Board of Directors, the Board Secretary stated that, "As advisory boards, they were being asked, at times, to take on tasks that were more related to operational issues. This was frequently at the cost of the important community liason work that is the purview of the LABs and which no other body is capable of performing."
However, of the ten job responsibilities being assigned to local advisory boards in the policy statement the Secretary was attaching to her memo, the following four responsibilities still did not meet Communications Act criteria as they force advisory boards to continue performing operational duties:
"1. To assist in raising money through direct financial contributions and in collaboration with the station."
"6. To annually advise the Governing Board of LAB performance and the roster of the LAB."
"9. At the direction of the Executive Director, to participate in the annual evaluation of the General Manager."
"10. At the direction of the Executive Director, to participate in the search for the General Manager."
Until recently, station personnel had been able to serve on local advisory boards. The Board of Directors changed that policy during its January 1997 meeting. The new policy statement on local advisory boards stated that "CPB staff have indicated that service of station personnel on the LAB is a clear conflict of interest." We could not validate that any CPB member had stated that station staff members could not serve on advisory boards.
According to CPB's Office of Systems and Station Development, station personnel may serve on an ex-officio basis, as they can be a valuable resource to the local advisory boards.
CONCLUSION
The Pacifica Foundation Advisory Boards were not been allowed (sic) the autonomy needed to perform the role envisioned by the drafters of the Communications Act. The drafters envisioned the advisory boards as separate boards to serve as an effective way for the public to participate in the planning and decision making.
RECOMMENDATIONS
The Pacifica Board of Directors should relieve the advisory boards of all operational matters, and allow those boards the autonomy needed to assess the needs of the communities and formally report their recommendations to the Board of Directors. Local Advisory Board members should not be threatened to blindly support Pacifica and local station policies and procedures, as well as their programming.
BACKGROUND
Take Back KPFA alleged that the Pacifica Board of Directors had been using Board retreats as a further means of closing Board deliberations to the public. We reviewed minutes of the retreat proceedings to determine if the sessions constituted 'meetings' as described by the Communications Act. The term 'meeting' means the deliberations of at least the number of members of a governing or advisory body where such deliberations determine or result in the conduct or disposition of business.
GENERALLY, SESSIONS PROPERLY NAMED AS RETREATS
The Board of Directors has held four retreats in conjunction with their board meetings (March 1996, June 1996, September 1996, and January 1997). The retreats were held on the Friday and Saturday preceding the Sunday regular board meetings. We verified that, with the few minor exceptions, the 'retreats' were not held to deliberate radio broadcasting business or set policy. The sessions were facilitated by consultants. The Board Members and Pacifica staff members were assigned to small working groups that reported back to the group as a whole.
The Executive Director and her staff did prepare the proposed strategic plan concurrently with the retreat process. Generally, such proposals are prepared by a staff and presented to the governing board for approval. Also, once the draft documents are approved by the governing board, they are issued for comment before the governing board approves the final. In this case, the proposed plan was provided to the Local Advisory Boards for comment during October and November 1996, and presented to the Board of Directors for approval in January 1997.
CONCLUSION
Pacifica classified their planning sessions properly as retreats.
Pacifica had not been complying with the intent and spirit of the Communications Act, as it had not (1) provided reasonable notice of meetings to the public; (2) restricted Board exectutive sessions to those deliberations that met the Act's criteria for closed meetings; and (3) issued written notices to the public disclosing the reasons for holding closed meetings. Also, the local advisory boards were being threatened to support Board decisions or resign; the advisory boards were not being allowed the autonomy needed to assess public needs and make recommendations to the governing board.
CPB Management should request from Pacifica documentation regarding Pacifica's upcoming Summer and Fall 1997 Board meetings to show that the Foundation intends to comply with all legal requirements. Funding for next fiscal year should be contingent on completion of those actions.
Request that CPB Management provide to the Office of Inspector General a response to this recommendation by June 15, 1997; the response should indicate CPB's decision on whether to adopt this recommendation, as well as any action taken or planned.
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