Quotes from the By-laws of the WFCR Foundation, Inc.

(also available as a Word file)

These are taken from http://www.wfcr.org/about/WFCRFoundationByLaws.pdf - an 8 page document. Below are the sections which seem germane for the purpose of public participation.

Brief summary:

The Friends raise money for WFCR but are also supposed to promote the public interest in and knowledge of WFCR, and to give staff feedback from the public.

The board has 17 members (qualifications not stated) and when vacancies arise the board itself determines the new board members, so it is a self-perpetuating board. It meets three times a year. Its records are open to board members but by implication not open to the public.

The material quoted below comes from the 8-page bylaws. On the WFCR website this material is from a section named "Friends of WFCR, Inc." and a link named "Friends of WFCR By-Laws" so apparently "Friends of WFCR, Inc" is also referred to as the "WFCR Foundation, Inc." The document is titled, "WFCR Foundation, Inc. By-Laws." In Martin Miller's email the board is referred to as "the Foundation Board" and in the bylaws themselves the Foundation is referred to as "the Corporation."

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The purposes of the Corporation shall be to provide financial support to 88.5FM WFCR Public Radio ("WFCR") and to provide advice and make recommendations to station management… the corporation will:…

(a) Promote the public interest in and knowledge of WFCR…

(b) Provide the management of WFCR with information about the public's sense of the quality and effectiveness of WFCR.

(c) Generate support for WFCR in the form of outright and planned gifts, grants, loans, and special projects, and receive such gifts and grants for the good of WFCR.

The Corporation shall be composed of no fewer than 17 voting Directors, the majority of which will be composed of non-licensee members….Such Directors shall have the power to elect successor Directors by a vote of a majority of Directors then in office….Any vacancy at any time existing in the Directors, may be filled by a vote of a majority of Directors then in office at any meeting.

WFCR’s General Manager, Director of Development, Director of Finance and staff members of WFCR - assigned to assist the work of Committees - shall serve Ex-officio, with all the rights and privileges of Directors except the right to vote.

The Executive Committee shall consist of the President, Vice President, Treasurer, and Clerk of the Corporation, an “at-large” member, and any other member or members of the Board of Directors appointed by a vote of the Board. It shall be staffed by WFCR’s General Manager.

The Nominating/Board Governance Committee shall consist of no fewer than 5 voting members, appointed by the Executive Committee and staffed by WFCR’s Director of Development or their Development Staff designee. The Committee identifies and recruits, as needed, officers and Board members…

Regular meetings of the Directors shall be held in March, June, and October of each year...

Inspection of Records. Books, accounts, documents and records of the corporation shall be open to inspection by any Director at all times during the usual hours of business. The original, or attested copies, of the Articles of Organization, By-Laws and records of all meetings of the incorporators and Directors, and records which shall contain the names of all Directors and their record addresses, shall be kept in Massachusetts at the principal office of the corporation, or at an office of the Clerk or the resident agent, if any, of the corporation.