Majority on Pacifica Board Refuse To Discuss Secret Corporation to Acquire KPFA License

Berkeley – In a shameful display, the majority on the Pacifica National Board refused to discuss the public matter of the 2013 secret incorporation of the KPFA Foundation by Margy Wilkinson and Dan Siegel for the purpose of acquiring KPFA’s broadcast license.

Addressing first a motion to censure Margy Wilkinson for the creation of secret incorporation she did not disclose for the past 22 months, majority members voted as a block not to move the item up on the agenda with WPFW board member Benito Diaz stating that the issue was “not timely and pie in the sky”.

The second motion, to immediately sever legal representation of the Pacifica Foundation by Siegel and Yee, including representation in front of California’s Attorney General that specifically addresses Pacifica’s noncompliance with state nonprofit law and could result in the loss of Pacifica’s nonprofit status, was also jettisoned.

Chair Brazon insisted the matter would only be discussed in an executive session closed to foundation members and referred to mysterious “contracts” with Siegel and Yee unknown to the rest of the board of directors.  Wilkinson was allowed to vote on the matter despite her obvious involvement in it.

The indifference of the Board of Directors compares unfavorably with the outpouring of distress from the network’s members who have objected to members of the board and attorneys representing the Foundation making preparations to acquire Foundation assets without notifying the board, the executive director, the corporate counsel and the Registry of Charitable Trusts.

A late motion to ask ED John Proffitt to “investigate” the incorporation of the KPFA Foundation was, again, voted down by the board after chair Brazon broke a 7-7 tie by voting no.

The failure to disclose constitutes a breach of the duty of loyalty by Wilkinson and a violation of the California State Bar Code of Professional Conduct by Siegel.

The board spent their open meeting time expanding the bylaws amendment notice period by 8 days.

Board chair Lydia Brazon proposed canceling the upcoming board election by not mailing ballots until October, which would render the elections invalid per California Corporations Code which requires election ballots to be mailed no less than 60 days after the published date of record (July 14), which is September 14, 2015.

(c) The bylaws may provide or, in the absence of such provision, the board may fix, in advance, a date as the record date for the purpose of determining the members entitled to cast written ballots (Section 5513). Such record date shall not be more than 60 days before the day on which the first written ballot is mailed or solicited.

Pacifica in Exile readers may write to the board at pnb@pacifica.org.

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Started in 1946 by conscientious objector Lew Hill, Pacifica’s storied history includes impounded program tapes for a 1954 on-air discussion of marijuana, broadcasting the Seymour Hersh revelations of the My Lai massacre, bombings by the Ku Klux Klan, going to jail rather than turning over the Patty Hearst tapes to the FBI, and Supreme Court cases including the 1984 decision that noncommercial broadcasters have the constitutional right to editorialize, and the Seven Dirty Words ruling following George Carlin’s incendiary performances on WBAI. Pacifica Foundation Radio operates noncommercial radio stations in New York, Washington, Houston, Los Angeles, and the San Francisco Bay Area, and syndicates content to over 180 affiliates. It invented listener-supported radio.

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2 thoughts on “Majority on Pacifica Board Refuse To Discuss Secret Corporation to Acquire KPFA License”

  1. Today, Aug 11,2015 Sonali Kohatkar spoke on-air about ‘dire situation’ and “implosion” of LA’s KPFK Radio [90.7 FM] with full blame given only to “our boards” of this 56 y.o. sister-station of KPFA that was started in Berkeley. On her morning program this paid-staff programmer replayed words also stated ‘on-air’ by programmer Ian Masters, [another paid staffer] who was the only one of 2 who previously even dared indicate to the stakeholders -those who pay $$$ to maintain the station that things were dire.

    Stakeholders are the listener-payers, and subscribers, and pledge-$$-givers, who thus pay the few [4 ?] staff-programmers’ salaries, as all other programmers are called ‘volunteers’ ….but these volunteers still get lots of other special benefits — from that on-air access that no one ever ever admits, nor reveals. The continual promos, ads, P.R. and lauding of their ‘guests’ is nothing but clear on-air advertising and promotion, as it is when it is paid for in-kind or by cash elsewhere … or also called Payola elsewhere.

    Interestingly, no one is admitting any part in what this decay, or why this falling away of listeners has occurred. But each programmer easily Blames anyone everyone and all else. The usual blame-game without taking any self-responsibility nor admission of their ‘mistakes’ or theirt own grabbing-the-mic-greedily ways either.

    The same programmers somehow remain stuck on the same time slot for decades, years, forever without new voices or changes allowed inside. How and why this occurs is never spoken about or even acknowledged. So they repeat and repeat their pt of view and slanted version of ‘the truth’ allowing no different version on air. It gets repetitious and boring but those who benefit are in it for themselves and thus limit the KPFK worlds.

    Variety is limited to one-sided politics and one-sided-victimhood are lauded only.

    Roy Tuckman, who is also another paid-staffer, in his midnight to six radio program has cautiously indicated the desperation and frustrations of KPFK maybe not being able to maintain this radio station with the only ways funds have been raised.

    It is not confirmable in this 24/7 radio station if any of the payola’d other programmers not on salary have ever dared to mention the management or financial troubles brewing there except for pleading for More Money at ‘fund drives’. No one listens for 24 hrs/7 days even if they happen to like some programs and not others.

    And there seems to be no overview or regulation of what is repetitive or bigoted or slanted or unfairly said on-air by any staff, programmer or management there. Only 7 words not allowed by FCC are avoided, but all else is not ‘free speech’ but unnoticed prejudices even when minority views prevail.

    Apparently this KPFK entity has had almost no driver of it’s broken cart with dying horses [the energy that moves the stn/ cart ] and it is falling down in from what thus must be poor management, ineffective ‘bylaws’, dysfunctional boards that give little assistance, and the continual clinging to power – by those who claim to want to benefit everyone in this world but don’t help anyone but themselves. [ oh …. so what is new about this corporate model, with Pacifica and KPFK being non-profit corporations ?]

    While the forever LACK OF TRANSPARENCY of how Our Radio Station for years and decades has been written about and been requested at and from all Local Station Board meetings [LSB] , and also at Pacifica Nat’l Board meetings [ PNB – the upper echelon management Bd of 5 Pacifica stations nationwide] almost nothing has been openly revealed. And there has never been any response nor improvements either – perhaps with apparent gag orders in place.

    The meetings have been held monthly, are long, contentious, conflictful, argumentative, bickering, inefficient, self-serving – and thus result in no help to oversee the management selected by that same board. [LSB committees are formed to ‘find’ management candidates usually, tho not for this last GM placed at KPFK ].

    The General Managers of recent years have obviously been unable or ineffectively trying vs. acting in ways to do good-business-practices and find better methods for raising the money needed to maintain the KPFK bldg, it’s equipment, pay their salaries and other expenses, such as maintaining the transmitter, electric & phone bills, et alllllll.

    A prior manager that lasted about 5-6 years was accused of sexual harassment and the lawsuit cost Pacifica-KPFK lots of money at end of that story. The previous one was fired. Another GM came in and left after his 1 yr contract ended – using lame excuses & reasons for leaving so soon, but appeared to not be able to live under those constricting conditions to any attempts at actual ‘management’ – when every decision would be countered by contentious staff, LSB members, or anyone with a louder voice. He seemed competent but was tied up by others, and unable to act in KPFK’s behalf.

    Then another GM was found after some 1-yr’s wasted time, and then he was ineffective, claiming he could manage but apparently poorly and he left shortly before his contract was ended. That GM then attempted to take the higher position of Exe Director of Pacifica for a brief moment – 1 mo ? – before running away or being bannished from that position. The latest GM has been carefully selected by a controlling PNB member from KPFA, not even one from this KPFK area, to replace a staffer who had taken over as interim-GM. This new GM has a history of being belligerent, uncooperative, power-playing and is unliked generally by many. So a petition to remove this GM was signed by 57 staff with 1 dissenter, but to no avail…so far. That is now the overseer of KPFK staff, who are already depressed and scared, will try and fail, and then maybe they will ‘no longer be in business’.

    [Even ineffective ‘business’ practices – as the regular methods are not the ones used here over a long time by KPFK staff/LSBers , while they keep hoping that they-there- are people & a station are More ‘Special’ and Superior to ordinary means and methods. As displayed by their own views at least, and that delusion has also kept them separate from those who pay for their keep – and from anyone at stn then revealing the flaws under which they continue to operate for many years too ].

    The secret illusion of being special-superior is denied externally, but elitism is displayed to everyone outside their hallowed hallways repeatedly – and the secret is maintained with the big divide that keeps all who are ‘in’ separated from those who are ‘out’. Thus opaqueness and no response nor feedback is allowed to-or-from those who do pay for station maintenance.

    Tho actually no one has openly written, stated : what or why the management stays, leaves, or can’t perform their stated and needed duties – it may be because “what is inside KPFK only stays inside it’s halls” with no outside consultancies, no actual evaluations ever revealed, no one on-air or openly indicating ‘what went wrong, huh ?’ or why that should not ever be repeated, yet again.

    Now, there seems to be an open on-air revolt of the paid staff programmers. Finally ?
    Why now ? Because there is no more cash to pay their bill and salaries, finally ?

    Because their Neilsen numbers show such low listener-ship that it is barely noted therein. Or because the stations of Pacifica have lost their yearly money contributions from the Corporation of Public Broadcasting because of their lack of timely audits ? [so who does the books and accountings and why is it all kept secret from a non-profit with ‘stakeholders’ paying for it’s upkeep ?] And now even their non-profit status may be endangered with all the details of why is also not clearly revealed anywhere for those who loyally pay-up-repeatedly-more-than-1x-year – for us to even comprehend.

    So today the sounds of despair, fear, and more pleading for monies are replacing the usual voices of outrage, of superiority, of ‘righteous’ anger, of criticisms of everyone else but ‘theirs’.

    Today the cry of realization that many listeners have ‘flown the coop’ or left them at KPFK for other radio station’s programs instead — those very ones that KPFK people enjoy proudly decrying as ”we are not NPR….” While NPR seems to be paying it’s bills and producing informative, interesting, novel programs and is maybe also why many prior KPFK listeners have moved their loyalties to them.

    KPFK has long ago been a place for the unusual programs, and an educational informative station with views not easily heard elsewhere, tho seen in print or internet. They now live on their old long-gone laurels and special-times achievements which are no longer in effect. KPFK programs still contain some smaller voices on very particular issues of interest, but mostly have only their specialized limited listeners. Yet it seems that those listeners do not pay up enough to maintain the entity that gives them those voices aloud.

    KPFK has since 1959 dedicated itself to providing space and sound for the unexpected, mostly any view that opposes the government or rich, regardless of which one. Or a special small sound-space for a program that is specialized, less heard yet, rebellious but actualizing too…but those are no longer ‘found and on-air’ — instead the same-old versions of 50 years ago re-played, repeated mostly. And the weekday all-Spanishspeaking-slot, where most English-speakers are thus excluded and tune in elsewhere and don’t return, has been given even more on-air time, even while their audiences cannot financially support the costs of what was timed there for them before.

    It was voicing the opposition to war, and daring to say-hear that ‘other’ version-than-was-commercially-available, which made Pacifica-KPFK interesting…. even to those who might not agree with everything said either. That has continued somewhat, but mostly the programs are vehemently personal angry ventings, with very biased versions of stories to particular ethnic/racial/class sides, with deep prejudices against ‘everyone else’ that does not agree with their politics. And all pgms are closed off from review or any payers’ feedback, and thus anyone even wanting to pay for them to stay on-air.

    This is a closed loop, those who talk on air talk only to the few others who agree and no one else allowed included.

    Prior years also had more on-air listener call-in-comments included in the show, and a manager’s call-in-on-air regular review to join or agree while listening. No longer. The people who pay no longer even have anything to say by or about KPFK standards.

    At LSB meetings a ‘public member’ has 2-min in a 4-5 hr span to maybe address the Board, but with no responses, no actions, no effects ever noted from whatever is said. No discussion or admissions nor appreciations.

    The long-ago-defunct KPFK Folio, a B&W monthly flimsy printed program schedule, with editorial, original poetry & artwork, etc. – an outreach to paid-up ‘members’ that then was ‘too expensive’ and none has ever been available online either since internet emerged.

    No one at Pacifica wants input. They assume they can decide, keep, retain and control the whole non-profit by themselves, for themselves mostly.

    Now, it may be as is revealed – this is a dead end – a final plea…. or the on-air revelations would not be heard. Now it may be that there is a take-away & take-down by a few secreted group on the Pacifica Nat’l Bd, with collusion from some on KPFK’s LSBoard members too, to sell a radio station or two, to take and change the whole shebang into another form that suits their power-needs and reduce what was a so-called ‘public-entity’ into a more privately controlled and run corporation. The details are not known and a few points are merely leaked but hard to find.

    LA is a bare space where no news of KPFK is apparent or made known, deliberately.
    NO TRANSPARENCY, which is how power-players rule and run their own for themselves and their allies/cronies. It is also called ‘corruption’ elsewhere even when $$$bills are not exchanged but entities, corporations, boards, businesses are exchanged and given-away, interfered-with or deleted, left to decay and die away. KPFK seems to be in that process.

    The constant pleas for More Money ! and “we need…” is not being responded to. Even the “we need” is not a good sales msg or way to encourage anyone giving more of their meager earnings as ‘we too need’ to use our money in better ways to improve Our own Lives. We are given-out. Subscribers to KPFK are deserting and moving away. For good reasons. After tiring of being guilt-tripped and begged on hours and hours to no end. The end has arrived apparently.

    It may the ending of what Before was valuable and Revealing : of people, actions, worlds that we did not have access to –that was then. But now with internet and videos and even selfies that proliferate another medium than radio, the Pacifica mismanaged, opaque, and hypocritical model [‘we are pure, good and they are evil, bad’ so give us $$$’ ] is disappearing, becoming inaudible. Other ways of hearing ‘ less-heard’ views and voices will probably emerge somewhere else. The one who has not-done-well-enough always prefers to instead blame others and claim innocence and purity and goodness, falsely.

    So KPFK staff and programmers are doing this revealing and blaming now. But perhaps it is just OK to let finally, it fall into it’s own …down fall. If ‘no one outside the radio station’ can know what and how all the dysfunctions occur- to then care or help correct those flaws -then that non-transparent model has also created their downfall too. Each KPFK staffer and programmer has contributed to this demise or decay or change.

    By clinging to their own, their old holdings, their secret elitism, their hiding behind a brick buildings façade and only exposing the words they want to tell, or sell, they may have sold out [as promos are a big part within each program too, but differently defined].

    Whatever changes may not be the ‘same KPFK’ as what was before. Every season has it’s time. It may be time for changes to take positive effect and the prior ways ‘let go’ or shifted into non-commercial but less restricted, or opaque, ways now. Whatever… is ok with those who cannot, will not keep paying $$$$ to keep a toppling cart on that same old road. Whatever….. is ok too.

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