Board Meeting Minutes

Minutes of the May 2018 meeting of the New Wave Corp./KOPN Board of Directors

May 15, 2018, Cope Ashlock room, 916 E. Broadway

Attending

Board members: Dan Hemmelgarn (president), Laird Okie, Heather O’Connor (secretary), John Clark, Tim

Pilcher, Laura Wacker, Allen Vaught (treasurer), Margot McMillen, John Loftin and Ellen Schlie.

Staff: Sean Spence, Sarah Catlin, Jay Teutenberg

Visitors: Jeff Stack

Absent

Board members: Jackie Casteel (vice president), Mohammed Sawani, Gordon Rogers

The meeting began at 7:00 p.m.

The agenda was read and approved by unanimous voice vote after a motion by Laird, seconded

by Ellen.

April 2018 Minutes Approval

The minutes were read by members and accepted without change. Margot (1st) Allen (2nd).

Financial Report

The report was given by Allen Vaught, and was approved after a motion by John Clark,

seconded by Heather O’Connor. Documents provided to the board included a statement of

activity from October 2017-April 2018, a transaction report and statement of activity for April

2018, a statement of financial position as of the end of April, and an A/P aging summary as of

May 10. The report was discussed and approved, John Clark (1st) Heather O’Connor (2nd).

Station Manager’s Report

Station technology update (Jay): The new computers are doing the streaming, and there is still one not being used that he hopes to install in the air studio. There are 4 active work stations ready for the next pledge drive.

For the studio-to-transmitter link: Mike McGowan has lent us a piece of equipment.

We’re going with an internet-based studio-to-transmitter link: we have new equipment doing this.

It will make it more important to get more reliable internet service at both locations because

weather can knock out the signal, which is wireless. Full Stream wireless is the main

provider and has plenty of bandwidth for us, but has rain fade, and perhaps the general outages

all providers have from time to time.

During the recent outage, the rain fade did not automatically trigger the router to kick over to

Socket, which turned out to be good. Socket may be able to upgrade our service at Broadway,

but not sure. The equipment is capable of using multiple internet providers; we may shop for a

service other than Socket to provide a wired connection. It would add about $100 a month per

location, for a total of $200/mo.

Dan suggested Jay look into the possibility of getting a connection with the fiber cable that runs

by the tower, which is (we think) CenturyLink. He will look into the costs and the possibility of

doing this.

We have a new microphone boom which is working well.

QuickBooks and SalesForce are tied together one direction, from SalesForce to QuickBooks,

using DBSYNC, which costs $480/year. Going the other direction would cost an additional

~$2500. That won’t be happening in the immediate future; possibly in the longer term if it is

deemed necessary.

Underwriting report: Sean and Sarah met with Shelter Insurance, who may sponsor some spots promoting diversity or likewise.

There was an underwriting agreement made with Broadway Brewery.

Shakespeare’s agreed to cooperate on a joint 45th birthday party with us: a huge downtown party will be in the works. (Approximate date?)

Laura mentioned having heard on KDHX that they offer a “Sound Investor” option for supporters

who are invited to special events for a contribution of $30/month. She thought maybe the

underwriters could be connected into something like this.

Grant writing will be a focus of Sean’s in the near future.

He is looking for a new venue for free music concerts.

John Loftin has been programming and arranging the music at the farmer’s market.

Sean handed out an Accounting/Bookkeeping Project Timeline.

John Clark pointed out that the bylaws specify that a budget should be presented to and

approved by the board in order to provide the basis for legitimacy when it comes to the station

manager approving expenditures.

Working Group Reports:

The Fiscal Working Group: The audit is finished; the board discussed the idea that we perform an internal audit at or before the end of this fiscal year and again each subsequent year.

Volunteer Working Group: There was a meeting on Saturday, which yielded a new system under which new volunteers fill out a form online, after which Rhett reaches out to them via email and also does the social

networking for the meet-and-greet activities. Volunteers at the last meeting were Sarah, John

and Elizabeth. There were 7 new people, some of whom were students, and there was a lot of

enthusiasm for the idea of working for membership. Dan suggested that the organizational

materials that were created might be shared and accessible to all, such as being posted to

Google Docs.

Volunteer hours are captured by the log that shows who’s on-air, supplemented by the volunteer

log book. Volunteers are required to work an additional 3 hours aside from the time they spend

on the air.

Programming Committee: The committee didn’t meet, but will meet this Sunday at 5 p.m. Sean’s show is becoming a weekly podcast and will no longer be on the air. There are 3 spots available on the programming committee, one music, one talk and one national programmer. There may not be an election

because there will only be the same number of candidates as spots available, so the committee

may just induct them. Jeff Stack asked about the availability of spots on the committee for

community members. There are two non-programmer appointments but both are currently filled.

Membership/Development Working Group: The date of the membership appreciation party is Monday June 18th from 5-8 p.m. The Engineering/IT Working Group did not meet this month.

The Messaging, Branding / Organizational Image working group is looking for a meeting time.

The Library Working Group report is given by Laird. He contacted a radio station in Kansas City

that said they’re keeping the CDs after importing because a lot of metadata is lost with the

ripping that we’re doing. Tim mentioned that there are websites with the metadata available.

Guiding documents review working group: Bylaws posted on the website are not the most current set. The committee was unable to find a set more current than 2011. They were able to find all the old minutes with the exception of some from 2012 and 2013. If those are found, it will show what amendments might have been made in the interim. If they aren’t found, the board might vote on whether to accept them as our current bylaws.

New Business:

Station Relocation working group: Joy Rushing floated the idea of this committee at the all-station meeting. Dan, John Clark, Margot and Tim volunteered to serve on this committee; Sean would be ex-officio. A chair will be selected by the committee when they meet.

Auction: The question of whether board members should be allowed to bid on auction items was

discussed. Sean has contact with other radio stations that have done auctions, and will get a

plan to the board.

Unfinished business:

Transmitter shed roof, repair, painting project: nothing new.

Work hours in lieu of paid membership: we voted to use the sheet Margot created for new

members.

Conflict of Interest Policy: Margot re-sent the policy today via email and everyone should review

it online and agree via email whether it is acceptable, then everyone will sign it.

Election policy wording: Mohamed was not in attendance to submit his suggested language.

A future Debra Hardin memorial plaque was discussed briefly.

The meeting adjourned at 9:03 p.m. (Ellen 1st, Laura 2nd)

The meeting went into executive session at 9:05 p.m. to discuss the report from the auditor.

The meeting reconvened following the executive session, and John Clark moved that Dan solicit

a proposal from Howe and Associates for the fiscal year ending 9/30/2018 for consideration at

the next board meeting.

The motion was seconded by Allen, and passed by voice vote.