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CLOSED SESSION (09:00 – 10:00)

 

09:00 – 10:00  I. Executive Session includes CEO and Secretary

 

10:00 – 10:15  Break

 

OPEN SESSION (10:15 – 16:15)

 

10:15 – 10:20  II. Welcome, Apologies and Declaration of Conflicts – E. Frölich

 

10:15 – 10:20  III. Consent Agenda – E. Frölich                                  

 

(a). Approve the minutes of the 100th meeting of the Board of Trustees, held via teleconference on 21 January 2013

 

(b).Ratify the e-vote to amend the 2013 Elections Timetable

 

2013 Elections Timetable (Amended)

      Call for Nominations: 15 November 2012

Nomination Period Closure:  02 January 2013

Nominations Committee Deliberations Ends: 15 February 2013

Candidates Announced, Petition Period Opens:  22 March 2013

Petition Period Closure:  5 April 2013, 23:59 UTC

Final Candidate Slate Announced/ Candidate Forum Begins: 12 April 2013

Ballots Posted (e-mail):  22 April 2013

Voting Closes, Election Date, Ballots Counted: 23 May 2013

Certification of Election, Challenge Period Opens: 31 May 2013

Challenge Period Closes:  7 June 2013

Challenge Response Period Ends, Results Finalized/Announced: 14 June 2013

Annual General Meeting: 3 August 2013

 

(c). Ratify the e-vote on the ISOC Chair Conflict of Interest; the Internet Society Board of Trustees, having been made aware of a temporary consulting relationship between the Internet Corporation for Assigned Names and Numbers (ICANN) and Eva Frölich, the Chair of the Internet Society Board of Trustees, while a potential conflict of interest may appear to exist, does not believe one exists, and as such, per The Internet Society Conflict of Interest Policy: Trustees, Board Committee Members, and Non-Employee Officers Section IV, the Board has determined to take no action. 

 

(d). Formation of the CEO Search Committee

 

Resolution 13-XX: Establish a CEO Appointments Committee

 

RESOLVED, that a CEO Appointments Committee be established.

 

That all current Trustees who have irrevocably disclaimed all interest in accepting the CEO position are members of the committee.

 

That the CEO Appointments Committee be empowered to establish the job description and the terms and conditions under which the new CEO will be engaged.

 

That the CEO Appointments Committee be empowered to contract with such consultants, human resources firms, recruitment firms, advertising options and legal advisors as deemed appropriate and incur expenditures in order to satisfactorily complete the recruitment process.

 

That the Committee will organize its management and processes as it sees fit.

 

PROPOSED RESOLUTION: Resolution 13-xx Approve Consent Agenda

  

RESOLVED, that the following items contained in the Consent Agenda were approved and ratified

    

IV. Welcome New ISOC Chapters

 

PROPOSED RESOLUTION: Resolution 13-xx ISOC Board of Trustees Welcomes New Chapters

    

RESOLVED, that the ISOC Board of Trustees warmly welcomes the Chapters which were chartered and approved since the last Board meeting:

 

10:20 – 10:35   V. IETF & IETF Trust Discussion – J. Arkko and B. Hinden (on behalf of C. Griffiths)

 

PURPOSE: Review Strategic Developments

 

PROPOSED RESOLUTION: None required

 

10:35 -– 10:50 VI. IASA Discussion - B. Hinden/R. Pelletier

 

PURPOSE:

 

(a). Review of the 2012 Preliminary Year End Financial Statements

     

(b). Update on key 2012 accomplishments and key 2013 developments

 

PROPOSED RESOLUTION: None required for the topics above

 

10:50 – 11:05 VII. ISOC Nominations Committee Update – K. Davidson 

 

PURPOSE: Formal Report of ISOC’s Board of Trustee Nominations Committee

 

PROPOSED RESOLUTION: Resolution 13-xx: Accept the Nominations Committee Report

 

RESOLVED that the Report of the 2013 Nominations Committee is accepted

 

11:05 – 11:30 VIII. Financial Items

                       

(a) 2012 Accomplishments and Preliminary Financial Statements – L. St.Amour & G. Kapfer

 

Resolution 13-xx: Authority of Secretary to report to Geneva Trade Register

 

RESOLVED, that the ISOC Board of Trustees authorizes the Secretary to request that Eric Alves de Souza, of the Geneva-based law firm of BAZ Legal, be listed in the Geneva Registre du Commerce as authorized to act as fiduciary for the Internet Society, acting at the direction of the Board of Trustees, as communicated by the Chair of the Board or the Chief Executive Officer of the Society. The Board also authorizes the Internet Society staff to execute an agreement for this service with BAZ Legal that includes indemnification when acting in this role.

 

(b) Finance Committee Update – Jason Livingood

 

11:30 – 12:00 IX. 2013 Business Plan Discussion – L. St.Amour & K. Rose

                       

(Discussions excluding programs related to Policy as those are dealt with later in the agenda).

 

12:00 – 13:30 Lunch incl. time for email catch up

 

13:30 –14:00 X. Policy Discussion (Post WCIT, WTPF, etc) – M. Kummer

 

Discussion including relating programs as described in the 2013 Business Plan and proposed modifications

 

14:00 – 14:30 XI. Discuss the By-Laws Working Group Progress report – W. Roseman

 

14:30 – 15:00 Break (incl. time for email catch up)

 

15:00 – 16:00 XII. Discussion on Strategic Guidance for the Internet Society (Presentation)

 

16:00 – 16:15 XIII. AOB

 

(a). Press release(s) to be developed

(b). PIR Appointment Process

 

CLOSED SESSION (16:15 – 17:15)

 

16:15 – 17:15 XIV. Discussion on Chapters and Members - W. Roseman

                       

Continuation from Miami

 

17:15 Meeting Adjourns (in open session)

 

BOARD MEETING DEBRIEF - Trustees only

 

17:15 – 17:30 Debrief