UCBC APPROVAL OF WCTE DIVERSITY STATEMENT

Upper Cumberland Broadcast Council August 23rd, 2012 Third Quarter Board Meeting Board Minutes

On August 23rd, 2012 the Upper Cumberland Broadcast Council held the Third Quarter Board Meeting in the Executive Board Room at the First Tennessee Bank in Cookeville, Tennessee.

Board Trustees present: Dr. Max Atnip, Lillian Hartgrove, Joe Albrecht, Mickie Akenson, Morris Irby, Mona Copeland, Wali Kharif, Jack Matson, Jere Hargrove and Dr. Scott Little. Becky Magura, WCTE’s President/CEO was also present.

Staff present: Darla Runge, Abbey Allen, Trudy Cody, Avery Owens, Sonja Higgenbotham, Sue Gibbons and Mark Dudney.

Lisa Malone, UCBC Deputy Treasurer was also present

At 4:08 p.m. Board Chair Dr. Max Atnip called the meeting to order. Deputy Secretary Darla Runge confirmed there was a quorum present to Dr. Atnip.

First order of business was the approval of the minutes from the previous quarter meeting held May 17, 2012. No corrections or additions were made and the minutes were passed unanimously.

Finance Committee

Alan Tatum, Finance Committee Chair, was unable to attend the meeting. Therefore, Lisa Malone reported that the Finance Committee had met and was recommending that the UCBC Board approve the WCTE Budget being presented at this meeting.

Becky, Lisa, and the Department Directors, have been meeting regularly since spring to develop the budget. The goal in doing this budget was to bring a realistic budget to the table that is attainable both on the income and expense side. Any Issues that have already been foreseen in the current year are addressed and there will be flexibility in the budget to address items that are unanticipated. The intent was to formalize plans for caring out any strategic initiatives that management may put in place. This was done on a departmental and an account level. The Department Directors will get monthly reports to review how things are doing based on what is anticipated for the organization as a whole and as it relates to the particular departments as a whole. This was a really tough budget to put together. After meeting and reviewing the budget with the Department Directors, it became apparent that $150,000 would need to be cut. It was necessary to remove some major items In order to bring it into a state of acceptance and still be viable as a working budget. A couple of the biggest things that were cut out were the painting of the tower and the adjustment of the tower lines that need to be plumbed and tensioned. This would have been an approximate $40,000.00 expenditure. Obviously when looking at a $150,000.00 budget cut this was the first cut that popped up. This work should be taken care of, but is not an immediate and urgent need. Becky is looking into other funding arrangements that possibly could be made through CPB or another entity that would help fund this maintenance, at least to partially offset this cost. The need has not gone away but it is something that cannot be tackled this current year.

The narrative that Lisa attached to the one page budget summary outlines some of the key points that had to be addressed during the budgeting process. Actually there is a slight increase anticipated in the CPB funding for the year. That is occurring primarily because of the non-federal funds amount that went up in the year this is based on. That year was the second year in which the state used ARRA funds or state fiscal stabilization funds which were considered federal funds to meet the state’s operating budget. As a result WCTE was penalized because it did not meet the $800,000.00 non-federal threshold. In this year just completed, the $800,000.00 threshold was easily reached. Therefore, WCTE can anticipate seeing a bump up next year, based on the status quo, unless things change politically. Local government grants have added another $4,000.00 in that category. Mark and Becky worked hard in looking for these local government grants. To think about being at the $40,000.00 level this year compared to about $10,000.00 around four years ago is a real improvement on an ongoing basis.

One of the biggest hits that WCTE took this year, in regard to reduction in state funding, was not so feared. The state funding has been decreased by only 7.6%.

The station continues to search for specific grant opportunities as they relate to things that WCTE is already doing, particularly the one thing that was found to be incredibly grant fundable: the Live Green series. A current grant will pay for this series and cover the cost for the staff and things associated with this series. Also, this year underwriting revenue increased in the budget because WCTE now has a new sales representative in place. A new category is listed in the summary called “Other Fundraising”. In this category are things that were listed previously in other places, mostly in events. This includes Brews & Blues, Live Green 5 K and the Annual Dinner. All of these events hopefully will become fund raising events. In order to better track this, they were all consolidated in one department and will be managed better internally. When talking about expense items, the salaries and wages are basically the same as last year. The individual components of those dollars have been shuffled quite a bit and that is related to people being put in different positions, people leaving the station, and new people hired in different capacities.

The Benefits & Taxes line item shows a 14.2% increase. The biggest component of that line item is that a 16.2% increase occurred in the cost of health insurance. Other options are being looked at, but that is not something that can just be implemented prior to this budget coming to the board. WCTE has contacted NETA which now has insurance benefit services available. It is a national group and joining a large group would help bring down the cost. WCTE is waiting for a quote from NETA.

Programming cost is down from the prior year about 4.4%. The big decrease is because a British comedy was cut from the line-up. The cash flow related to Programming is a concern and was discussed extensively at the Finance Committee. Previously when CPB money came in, half of the programming fees were due and occurred simultaneously in November. Now it is anticipated half of the CPB funds will be received in November but 85% of the programming fees to PBS will be due at the same time. A cash flow problem is already anticipated related to this if WCTE has to pay this 2 bill in full. Becky has been talking to PBS for payment alternatives and will have to wait and see what happens.

Professional fees and purchased services were budgeted for a substantial decrease which is related to two individuals. Wayne Rosberg’s fees last year were budgeted closely to what were anticipated for this year, however, a grant was awarded that covered some additional work that was performed by Wayne. Because of this grant the revenue came in, so the expenses and revenue for this year were not needed in this budget. The only thing budgeted for Wayne this fiscal year was for building out the production trailer, which has already occurred. The other big cut was Bonnie Massa’s services. Bonnie Massa’s fees and travel expense were cut by 50% and Bonnie was strategically involved in this decision. Initially Bonnie wanted to be cut entirely, but the need for her services was still there and it was not feasible at this time to do so.

There are several increases related to the new downtown space. They are utilities and one-time repairs/expenses of $10,000 to build out this space. Rental also increased. This concluded the summary Lisa put together.

Lisa brought to the Board an unbalanced budget. It shows an excess of expenses over revenues. The plan is that this would be covered by funds from an account that was set up in memory of Donna Castle at the First National Bank, which is about $13,000.00. It is Becky’s intent to use these funds to renovate the new building and name it in honor of Donna Castle. These are the funds that will help make up the deficit.

Dr. Max Atnip asked if there were any questions or comments. There were none. The chair then called for a vote on the Finance Committee’s recommendation to approve the budget. The approaval was unanimous.

Dr. Max Atnip called upon the Committee Chair for the Personnel Committee, Vice Chair of the Board, Lillian Hartgrove.

Personnel Committee

Lillian stated that the Personnel Committee met two weeks ago to review all the revisions to the policies that everyone should have received by e-mail. There were revisions to the Employee Hand Book, Social Media Policy, Work Place Violence Policy, Security Emergency Plan Policy, Security Policy, Emergency Leave Policy and the Diversity Statement. After being reviewed by an attorney, Mark Dudney submitted these documents to the Personnel Committee for approval. The Personnel Committee after thorough review is recommending approval of these policies by the full board.

Dr. Max Atnip asked for approval from the board. A question was asked before approval by Wali Kharif. He asked if a 40 hour week was the norm for this station or a 37 ½ hour week as many institutions are now using. Becky stated that it has always been a 40 hour week and will continue to be so. The recommendation for approving the policies passed unanimously. Except for the Employee Handbook, a copy of each approved document well be attached to these minutes.

Lillian Hartgrove also informed the board that the Personnel Committee went over Becky’s goals and objectives from last year as well as discussed her new goals for the up-coming year. All of this has been accomplished and has been approved. Dr. Max Atnip and Lillian met with Becky yesterday to go over the consensus statement and assessment of her performance. The Personnel Committee wanted to make sure the board knew the Committee were on tract and that this responsibility was completed. No questions or comments were made.

Board Recruitment/Trusteeship Committee

Chair, Dr. Little, stated that a slate of nominees for officers was complete and the slate for new board trustees was nearing completion. The slate of officers are Lillian Hartgrove , Chair, Jere Hargrove, Vice Chair, Wali Kharif, Secretary, and Allan Tatum, Treasurer. The officers and board trustees will be elected at the next quarterly meeting which will be on November 8 th. One person that is a nominee for board trustee is Tom Janey. He is an accountant in Smithville in Decalb County, plus runs his own farm in Smithville. Tom is extremely competent, very smart and passionate for WCTE and Public Broadcasting. If anyone has any questions about Tom call or e-mail Dr. Little. There are several others being considered for nomination as board trustees. This slate for new board trustees will be complete before the November 8th meeting and these names will be sent out to the board by e-mail within the next few weeks. If anyone has additional names to include contact Dr. Little or anyone on the Committee. No questions or comments.

Dr. Atnip Max reminded everyone at the meeting that anyone being considered for nomination as a board trustee must be contacted and informed of the responsibilities that relate to being a board member.

Dr. Little commented that the Committee is looking for good matches and good people who possess skills needed by the board to move forward in the future.

Strategic Planning Committee

Chair Joe Albrecht stated that there was no report to give at this time.

Development Committee

Chair Mickie Akenson was very excited about the build out of the new production trailer, especially after seeing the rough draft of the trailer wrap. Since everyone should have received an e-mail about the upcoming development meeting she did not go over the meeting outline. If someone did not receive the e-mail please call or e-mail Mickie. Also, everyone is to let Mickie know whether the 5 th or the 6th of September is the best date for the meeting. It will be from four to six in the afternoon and the date needs to be decided by this Friday.

Bylaws, Charter and Statement of Policies Committee

Mickie handed out copies of the UCBC President/CEO Emergency Succession Plan. PBS has recently begun talking a lot about succession plans for all stations because the requirements for the CEOs and 4 GMs for PBS stations have changed dramatically in the last few years. The stations are running with a lot of new equipment and new social media ideas. PBS will be giving Becky information on what the new GMs and Presidents should be. However, the UCBC Policies require that the board review and approve a President/CEO succession plan in the summer meeting. There has not been enough time for study and revising the existing UCBC succession plan, plus Becky will receive more information from PBS this next year. Therefore, at this meeting, the UCBC Executive Committee recommends that the UCBC Board approve the President/CEO Emergency Succession Plan as written with the understanding that this plan will be studied and rewritten and a new, more relevant and appropriate plan will be presented for board consideration no later than the 2013 Summer Meeting. This existing plan is found in the UCBC Policies and Procedures Document in the UCBC Notebook.

Jere Hargrove asked if a consultant was hired temporarily in Becky’s place would his/her salary be the same as had been budgeted for Becky. Mickie confirmed that would be the intent. WCTE does have a “key man” insurance policy on Becky to help in the event of her unexpected death. Of course, this would not help if there was any other reason for Becky to vacate the position unexpectedly. However, the decision to hire anyone for the President/CEO position is discussed and approved by the full board. The full board can question any matter involved with the hire and will make the final decision. After this discussion, the Chair called for a vote on the Executive Committee’s recommendation. The motion carried unanimously.

President/CEO Report

Becky introduced Trudy Cody, the station’s new Sales Associate who is working with Avery Owens. Trudy comes with great experience in media sales.

Trudy shared her appreciation of being part of this team and commented on her experience in radio sales and being a sales rep for another company.

Avery added that in the two weeks that Trudy has been on board with WCTE she closed $3,300.00. She hit the ground running!

Becky brought it to everyone’s attention that Abbey Allen, who is also a Sales Associate, will be leaving the end of September to be employed by Baron and Associates as their fulltime International Marketing Manager. This is a great loss for WCTE, but at the same time everyone is happy for her.

Sue Gibbons, the station’s Programming Manager, will be retiring in January 28 th, 2013. Sue is training Canaan in traffic and programming. He is a recent graduate of Tennessee Tech and works in Master Control. Canaan is already taking charge of all the traffic responsibilities.

Sonja who is in charge of membership covered her responsibilities with the board.

Mark Dudey, who is in charge of Government Relations, stated that the House of Representatives voted to totally eliminate all funding for public TV and radio. WCTE went through this same process a couple of years ago and without knowing the results of this November’s election it’s hard to predict the results of government funding. It is frightening to know that a group ideologically wants to get 5 rid of all government money for public media. APTS the lobbying group has sent WCTE templates of how to proceed. Social media is being scheduled PSA with people in the community following their example. One thing that was suggested was to get the board to engage at every level possible, whether it is utilizing personal relationships or talking to your friends and neighbors. Whatever you can do to start a conversation about the value of public broadcast will help to educate people on the importance of public broadcasting. Between now and the November elections a consistent message needs to be spread. Mark spoke with Congressman Black’s office, which was pleasant and candid, but said when this comes to a vote she will be in the camp to completely defund it. Nothing will happen until December or January after the election.

Becky mentioned the cost for public broadcasting is such a minimal amount in the budget. It is one hundredth of one percent of the budget. The fact is the station was already hit with a thirteen percent cut and what Pat Butler said at a meeting Becky attended was if everyone had taken the same percentage cut that public broadcasting has already taken the budget would be down a trillion dollars already. It is not a fiscal decision; it is definitely a philosophical and political purpose in cutting it. The alarming thing about Congressman Black’s stand is that it is not a national issue. This is the only station in her district and it would be eliminated. WCTE for sure would be eliminated if they totally cut federal funding. At least eliminate it as we know it.

Avery brought up the Blues & Brews event, which is a great fundraising event. She stated the cost for a table of eight for the pre-tasting VIP event and the main event is $750.00 and $500.00 for a table of eight for only the main event. She also asked the board to help with ideas to generate revenue for the station and will be sending Trudy to outside counties to generate as much revenue as possible.

Special Events

Mary Boring, who was not able to attend and has been out of town for many days on another job, handed in a report on the special events to Becky Magura who in turned handed out copies for everyone. The report covered the success of the Great TV Auction this year, the 5 K race, which was a starting year, but is anticipated to grow every year. September 27 th is the date for the Studio Club Event and it will be held at the Clark House in Livingston. There will be a screening of the Dust Bowl. Directors’ Circle members will be going to Blue Grass Underground. It will be the radio show on October 13. Both of the entities are partnering with WCTE to offset the cost, in fact Bluegrass Underground is totally underwriting the tickets that WCTE need for this event with a reception following. Everyone at WCTE will be doing their best to recruit new members for those events. WCTE is also starting a community cinema. ITBS is doing community cinema which is a monthly screening. The first one is a new documentary from PBS called Half the Sky. These documentaries are very intense and touching, Half the Sky in particular. A number of women’s groups have been contacted to be a part of this, from which WCTE has gotten great response. Genesis House wants to bring people to see it. The station is partnering with the Back Door Play House, for the screenings which will be the third Tuesday of every month, starting at 7:00 p.m. Also, don’t forget Blues & Brews, which will be held at the Leslie Town Center the first Friday in October, the 5 th. Many exciting things coming up this fall!

One of the things that are planned for the production trailer is the wrap. PBS is helping with this. Avery is also helping with project managing the downtown space. WCTE hopes to have it ready by mid to late September. WCTE needs furniture and is hoping the grant that was written to IKEA Foundation will furnish it for the station. Our goal is to host an open house in October.

WCTE has a goal to have a WCTE caravan with the production trailer. The goal is to visit six counties this year and feature a WCTE day in each county. WCTE will encourage people to come out and tour the trailer, visit the membership booth, shoot some spots with staff, and just make it a real community event in each county.

Live from the farm is a contraction production piece that WCTE is doing in partnership with Tennessee products. It will be at the Delmonico Winery, Sunday the 30 th of September at 2:00. Cynthia Kent came to WCTE with an idea of cross promoting cultures and she had some seed money, so WCTE is doing it at about half the normal truck rate as a pilot. Cynthia also wants to see if she can get some funding for WCTE to do several of these this year. WCTE is partnering with Tennessee Tech music department and she will be inviting certain farmers to come and set up a market. Delmonico will be doing a wine tasting, Tammy Algood is the host of the show and will be doing the food paring. She is also doing the food paring for Blues and Brews. The taping will be from 2:00 – 5:00 p.m. It is going to be open to the public. Nashville public radio is going to partner in promoting it, so they will be talking about WCTE on NPR in Nashville. This is anticipated to generate more revenue opportunities.

Becky attended a non-profit seminar to listen to Gary Curko. There were 40 non-profits in the room and it looks like he is trying to develop a community foundation in this area. He will be doing some seminars and hopefully he will be able to form a community foundation in this area as Nashville has done, at least this is what Becky seems to believe from his speech. There is a resource for design and marketing, with Roman Stone will be involved. When Becky heard this, she stood up and stated that WCTE could be a resource to produce videos and also able to write grants to obtain foundation money for funding. At least three organizations come up and talked to Becky afterwards. Gary now is going to put WCTE on that same marketing presentation and Becky will be able to show what things WCTE has done. A resource manual will be produced for these non-profits and WCTE will be included.

Dr. Max Atnip asked for a motion to close the meeting. Motion was carried and the meeting adjourned at 5:00.

Respectfully Submitted
Darla Runge
Deputy Secretary

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