The Pacifica Foundation

“There are two classes of members: (A) "Listener-Sponsor Members and (B) "Staff Members For purposes of voting and exercising their rights, Members shall be affiliated with one of the Foundation's five radio stations: KPFA in Berkeley, California, KPFK in North Hollywood, California, WBAI in New York, New York, KPFT in Houston, Texas, or WPFW in Washington, D.C.”

“Members of the Foundation elect 24 delegates to represent them for their individual station in a combination mail/online election. Then those delegates meet in person to elect four directors from each of the five stations, from among themselves, who serve on the National Board (the governing body). Those directors then elect two additional representatives from Pacifica affiliate stations who then also serve as directors on the National Board.”

“All Members shall have all rights granted to them by law or by the Bylaws, including without limit the right to vote, on the terms and in the manner set forth in these Bylaws, on the election and removal of Delegates; on the sale, exchange, transfer or disposition of all or substantially all of the Foundation's assets; on the sale, exchange, transfer or disposition of any of the Foundation's broadcast licenses; on any merger, its principal terms and any amendment of its principal terms; on any election to dissolve the Foundation; on any amendment to the Bylaws for which Member approval is required or permitted as set forth in Section 1(B) of Article 17 of the Bylaws; and on any amendment to the Articles of Incorporation.”

“Form 990 is prepared by an outside tax professional. The form is then reviewed by the Organization's management, a member of the Board of Directors, and the Executive Director. This group of individuals then discusses the contents of the return with the outside tax professional. After a full review (with modifications where necessary), the final version of the tax return is provided to all members of the Organization's voting body. A representative of management authorizes the final Form 990 which is then electronically filed with the Internal Revenue Service.”

“Members of the Board of Directors review all potential conflicts of interest at least annually. All personnel and board members are required to disclose (in writing) potential conflicts and any related party affiliations. Loans between the Organization and members of management and the Board are strictly prohibited. The Organizations seeks full transparency on all relationships. Any potential conflicts (in fact or appearance) are discussed openly and resolved in accordance with the Organization's policies and procedures.”

“The compensation of the Executive Director, Chief Financial Officer, and key management employees are set and approved by the Board of Directors. Members of the Board of Directors review the compensation of all high-level personnel periodically in accordance with IRS rules and regulations. Efforts are made to secure compensation data from industry sources in order to determine competitiveness and appropriateness of salaries. Every effort is made to ensure that the process is thorough and transparent in accordance with IRS guidelines and the Organization's policies and procedures. Compensation of other personnel and key employees are reviewed periodically by members of management. Efforts are made to secure compensation data from industry sources in order to determine competitiveness and appropriateness of salaries and all related benefits. All decisions are then documented in personnel files.”

“The governing documents, conflict of interest policy, and financial statements are available at www.pacifica.org or upon request.”

“Local chapters, branches, or affiliates: The Foundation's Form 990 includes the operations of the following divisions: Radio Station KPFA-Berkeley, California, Radio Station KPFT-Los Angeles, California, Radio Station KPFT-Houston, Texas, Radio Station WBAI-New York, New York, Radio Station WPFW-Washington, DC, Pacifica Foundation, National Office Pacifica Foundation, Pacifica Radio Archives, The Organization's national office has created policies and procedures which are followed by all divisions.”

“To establish a Foundation organized and operated exclusively for educational purposes no part of the net earnings of which inures to the benefit of any member of the Foundation. To establish and operate for educational purposes, in such manner that the facilities involved shall be as nearly self-sustaining as possible, one or more radio broadcasting stations licensed by the Federal Communications Commission ("Commission") and subject in their operation to the regulatory actions of the Commission under the Federal Communications Act of 1934, as amended. In radio broadcasting operations to encourage and provide outlets for the creative skills and energies of the community; to conduct classes and workshops in the writing and producing of drama; to establish awards and scholarships for creative writing; to offer performance facilities to amateur instrumentalists, choral groups, orchestral groups and music students; and to promote and aid other creative activities which will serve the cultural welfare of the community. In radio broadcasting operations to engage in any activity that shall contribute to a lasting understanding between nations and between the individuals of all nations, races, creeds and colors; to gather and disseminate information on the causes of conflict between any and all of such groups; and through any and all means compatible with the purposes of this Foundation to promote the study of political and economic problems and of the causes of religious, philosophical and racial antagonisms. In radio broadcasting operations to promote the full distribution of public information; to obtain access to sources of news not commonly brought together in the same medium; and to employ such varied sources in the public presentation of accurate, objective, comprehensive news on all matters vitally affecting the community.”

“The Organization's Board of Directors is responsible for oversight of the audit, including selection of the independent accountant. The process has not changed from previous years.”