Exile Newsletter: February 11, 2017

2017 Board Finally Shows Up

Berkeley-15 days after being seated, the 2017 Pacifica National Board finally threw off the shackles of the previous board, refusing to concede to an imperial order from 2016 officers Adriana Casenave and Janet Kobren to unilaterally adjourn the February 10 meeting without conducting any business. The expired officers got on the phone call, established a quorum was present, and then claimed the previous year's officers had to "approve the meeting in advance" and therefore the meeting was to be adjourned without any vote. The ploy didn't work and a quorum of the board remained on the call after half a dozen Siegel/Brazonites hung up, passing several motions and then moving on to an executive session. Quorum was re-established in the closed session and the 2017 board made a change in the interim executive director position, relieving former board member Lydia Brazon of the position and appointing Houston listener rep Bill Crosier, pending the hire of a permanent executive director. A 20-minute summary reel of the open session of the meeting can be heard here. The meeting notice can be seen here. 

The leadership change occurred after a two week period during which the remnants of the Siegel/Brazon faction had blocked the new board from selecting their own officers and convened two frustrating meetings on January 26 and February 2. Using the made-up title of "Acting Chair", a position the 2017 board never granted her, Casenave presided over a 3 hour mess on January 26 that never got past a single point of order and was marked by a screaming match between Casenave and newly-elected KPFA director William Campisi. You can hear Campisi's frustration on this brief clip from that meeting. 

On February 2nd, still in the grip of the outgoing 2016 majority, the PNB never made it out of an executive session called to discuss pressing financial matters that include litigation with the Empire State Building and growing pressure from the Registry of Charitable Trusts investigation. Campisi issued a public report on the meeting that you can read here. Campisi was elected as a Save KPFA-affiliated representative, but was apparently unimpressed in his first encounters with his factional cohorts. On February 10th, all 4 KPFA LSB-elected directors remained on the telephone with the new board majority in the open session and did not participate in the attempted adjournment. 

After the failed adjournment, the board elected KPFK's Jonathan Alexander as a pro-tem chair and KPFA's Akio Tanaka as pro-tem secretary. WBAI director Kathryn Davis, one of three WBAI directors whose votes were excluded from the affiliate director election in December of 2016, introduced a point of order to reverse the exclusion. Her point was upheld by pro-tem chair Alexander, challenged by Campisi, and the chair was upheld on a 10-1-1 vote, indicating a 12 vote majority of the 22 person board was present and voting. The board's action seats the winner of the affiliate director election, David Beaton, as a member of the 2017 board. The board then moved on to the delinquent audits and unanimously passed motions supporting supplementary fund drives to pay for catch-up audits, an RFP for a possible 24-month audit to get back into legal compliance by June of 2017, and rehiring former CFO Sam Agarwal in a consultant capacity. The board also indicated it would be looking to replace corporate counsel Siegel and Yee in the near future.

In the following executive session, the board made the change in the interim executive director position. The board's report out can be seen here.  The Pacifica Foundation announced the change this morning on the website at www.pacifica.org. The leadership shift follows a series of disturbing incidents including a seizure warrant and frozen bank account at Los Angeles station KPFK over an unpaid legal bill for Dan Siegel's defense in 2007-2008, a $285,000 adverse judgment from arbitration with SAG-AFTRA for labor contract violations, a lawsuit from the Empire State Building for unpaid transmitter rental fees, and delinquency letters from the State of California for failure to file required audits. The board complained bitterly about Brazon failing to report these events to the board for months at a time and withholding documents from them. The final straw was probably Brazon's failure to inform the board of a mid-January request from the California Attorney General's office to meet with Pacifica's board. The meeting was conducted in secret by the outgoing 2016 board officers with no notification to the rest of the board of directors, before or after the meeting. In attendance were Dan Siegel's law partner Alan Yee, Brazon, Casenave, Kobren, 2016 board chair Tony Norman, and controller Efren Llarinas. The meeting's existence only became known after Norman privately informed Campisi and Campisi released the information publicly on January 27.

In other news, Pacifica Foundation corporate counsel Dan Siegel formally registered the "KPFA Foundation", the secret corporation he founded with Margy Wilkinson in 2013 to "catch" Pacifica's broadcast licenses, with the Registry of Charitable Trusts. Siegel appointed himself the chief executive officer and chief financial officer of the nonprofit and Margy Wilkinson as the secretary. The nonprofit, which uses the Pacifica Foundation's 1946 mission statement, replicated Pacifica's own troubles with the Attorney General, already collecting a delinquency letter of its own.  

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