Procedures for Selecting Trustees

As Modified by Board Resolution 2026-13

These procedures govern the selection of the Internet Society (“ISOC”) Board of Trustees (the “Board”). They are intended to supplement and not replace or alter terms in the ISOC Bylaws or in any Committee Charter. The Board has established a Nominations Committee to identify a slate of qualified candidates for consideration and potential election to the Board, and an Elections Committee to establish the schedule and parameters for annual elections and to oversee the annual elections of Trustees. The purpose, composition, term, responsibilities and duties of these committees are more fully set forth in their respective Committee Charters. These Committees are an integral part to overseeing and carrying out the procedures set forth herein.

What follows are procedures that apply generally to all Trustees elected or appointed to serve on the Board (Section 1), as well as procedures that are specific to the various categories of Trustees elected or appointed to serve on the Board (Sections 2-8).

General Terms Applicable to all Trustees and Candidates

Board Composition

The ISOC Bylaws Article II Section 1. provide that the Board of Trustees shall consist of no more than 15 voting Trustees, composed of the following (collectively, the “Trustee Categories” and each individually a “Trustee Category”):

(4) Trustees elected by the Organizational Members;
(4) Trustees elected by the Chapters;
(4) Trustees appointed by the Internet Engineering Task Force (“IETF”); and
Up to (3) Trustees appointed by the Board of Trustees themselves.

ISOC’s Chief Executive Officer shall serve as an ex officio, non-voting member of the Board.

Terms of Trustees

Trustee terms (length, commencement, etc.) are set forth in the ISOC Bylaws Article II Section 2.

Candidate Eligibility

Candidate/Trustee Uniqueness

A person can only be a candidate for (and can only hold office for) one Board position at a time and cannot be simultaneously nominated or considered for a position in more than one Trustee Category. Should a candidate or Trustee become aware that he/she was nominated for more than one Board position simultaneously, that candidate or Trustee must relinquish all but one of these nominations. Failing such action, the Nominations Committee will request that the candidate select their preferred choice. Should a candidate fail to respond, the Nominations Committee may remove the candidate from the process entirely.

No Constituency Requirement

There is no requirement that a candidate be an Organizational Member or be affiliated with a Chapter to be eligible for election.

Adherence to the Established Process

As outlined in this document, there is an established process to be nominated and elected to the Board of Trustees that everyone must follow. In addition, the Board of Trustees will make annual election details publicly available on ISOC’s Board of Trustees election website for anyone interested in participating in the process.

Organizational Member and Chapter Eligibility to Participate in the Process

Organizational Members

Eligibility (per the ISOC Advisory Council Charter)

Organizational Members shall have the right to elect Trustees so long as they have paid their membership dues by the election eligibility cut-off date (set forth in the Elections Timetable). The list of eligible Organization Members is to be certified for the election by the ISOC CFO and the list will be provided upon request.

Constituency

Prior to the election process, each eligible Organizational Member will be informed about the upcoming election and requested to name an Election Representative, who will act as their spokesperson with respect to all election actions. In the absence of such a representative being named, the Principal representative will be deemed to be the Election Representative. The above notwithstanding, given suitable advance notice, the Election Committee will allow an Organizational Member to replace its Election Representative.

Trustee Positions to be Filled from Organizational Members

In a steady state, there will be four Trustees elected by Organizational Members, one to two elected each year.

Chapters

Eligibility

To be eligible to vote in the election of Trustees, a Chapter must be chartered by ISOC and meet the standards of performance (as set forth by the Chapter performance evaluations criteria) for a Chapter as of the election eligibility cut-off date (set forth in the Elections Timetable) and remain so continuously through the election period. The list of eligible Chapters is to be certified for the election by the ISOC CFO and the list will be provided upon request.

Constituency

Prior to the election process, each Chapter will be informed about the upcoming election and requested to ensure they have identified a Voting Delegate who will act as their spokesperson with respect to all election actions. By default, the voting ballot will be sent to the Chapter President/Chair/Leader listed in the Leader Portal. If desired, Chapters may issue a Voting Delegate for ISOC Board of Trustee Elections position, in which case the ballot will be sent to that individual. The above notwithstanding, given suitable advance notice, the Election Committee will allow a Chapter to replace its Voting Delegate.

Trustee Positions to be Filled from Chapters

In a steady state, there will be four Trustees elected by Chapters, one to two elected each year.

Organizational Member and Chapter Nominations and Elections

Nominations

There are two methods by which an Organizational Member or Chapter candidate may stand for election: Nominations by Committee and/or Nominations by Petition.

Nominations by Committee

At the start of each election cycle, the Nominations Committee will publish nominations and elections related information on ISOC’s public website, including a Call for Nominations, eligibility requirements, nomination forms, and deadlines, among other information.

The Nominations Committee will notify the ISOC community at the start of the nominations period. The nominations period will run for no less than 30 days. Individuals interested in being considered for the ISOC Board must submit an application as instructed before the stated deadline. There are no restrictions regarding who can submit an application.

Following the nominations period, the Nominations Committee will review and assess all submitted applications. Interviews may be conducted to further determine suitability and fit with the existing ISOC Board (not all applicants will be interviewed). Successful candidates will be included on initial slates. All applicants will be contacted at the end of the Nominations Committee’s review process to notify them of the committee’s decision.

The number of individuals included on the initial slates in each constituency shall exceed the number of Trustees to be elected. The Nominations Committee will publish the initial slates to the website and notify the ISOC community not less than 30 days prior to the date established for Trustee elections.

Nominations by Petition

After the initial slates have been announced, only individuals who followed the process detailed in Section 4.a.i. and who were not selected for an initial slate have the opportunity to petition the Organizational Member or Chapter community.

Petitions will be accepted for no less than 14 days following the announcement of the initial slates. Petitions shall be filed electronically following the instructions as provided by the Nominations Committee. Individuals seeking to petition will be listed in periodic announcements to participating Chapters and Organizational Members via electronic mail and the ISOC website.

The Nominations Committee shall specify the number of signatures required for Organizational Member petitions and Chapter petitions, which shall be equal to seven percent (rounded up) of the appropriate constituency. Eligible Organizational Members shall only sign petitions for candidates running within their own constituency. Eligible Chapters shall only sign petitions for candidates running within their own constituency. Eligible Organizational Members and eligible Chapters may sign in support of more than one petitioner.

For the purposes of this policy, a “signature” shall be an email sent by an Election Representative or Voting Delegate and is subject to ISOC verification.

Each signature must come directly from the supporter via email to an address designated by ISOC staff. A supporter must send a separately emailed signature for each candidate he/she wishes to support, each to that candidate’s petition mailbox. Each petitioner shall be provided with copies of all petition e-mails for his/her candidacy and periodic reports about his/her status in obtaining signatures. Announcements regarding successful petitions shall be made as soon as practical, and need not await the end of the petition period. Petition results shall not be disclosed by ISOC staff to anyone else other than the election staff and Nominations Committee until a general announcement is made.

Announcement of Final Slate

The Nominations Committee will make a public announcement of the final slate (i.e. the initial slate plus any successful petitions) no less than 10 days prior to the election day.

Election Campaign and Conduct

The eligible Organizational Members and eligible Chapters will elect the candidates for available seats. Candidates will be given the opportunity to present their candidacy via biographical information and an election statement, which will be included on the election website. The Elections Committee may put in place other forums for appropriate electronic dissemination of candidate information and community engagement. For example, this may include candidate forums where candidates and eligible Organization Members and eligible chapters can engage with each other. The candidate forum, or any other forums specifically designated by the Elections Committee, will be the only mechanism for campaigning and fostering common public discussions of platforms and issues. No other ISOC resources, whether electronic or physical (such as speaking at meetings or events), may be used in this process.

Negative campaigning by candidates or candidate-supporters, such as attacks on an opponent’s personality, record, or opinion are not acceptable and will not be tolerated. Candidates, candidate-supporters, and others involved in the election process are expected to behave in a manner that aligns with ISOC’s Community Code of Conduct.

The Elections Committee is responsible for addressing election campaign and conduct violations and may disqualify candidates for violations.

Voting

Ballots

Ballots will be distributed electronically to eligible Organizational Members’ Election Representatives and eligible Chapter’s Voting Delegates (see section 4. for additional details). Votes will be cast electronically by method(s) designated by the Elections Committee.

For each election, the Election Committee shall define what it deems to be a secure electronic return. Only ballots returned by electronic methods designated by the Elections Committee are considered to be a valid return of the voting ballot. During the voting period, a vote may be cast no more than two times (i.e., a vote may be changed once). Only the last vote submitted will be counted.

The deadline for returning ballots shall be specified by the Elections Committee. A minimum of 14 days will be allowed for the receipt of ballots. ISOC will send an email to the Election Representative, Voting Delegate, or the voter confirming receipt of cast ballots. The committee will establish procedures to ensure the privacy, validity and accuracy of all ballots.

Organizational Members Votes

Each Organizational Member is entitled to one (1) vote for each Trustee position to be elected. When these votes are enumerated, they will be weighted based on the organization’s class of membership and as outlined in each Organizational Members’ agreement/benefits. Only one (1) vote may be cast for each candidate.

Weight	Class
6	Platinum
5	Gold
4	Silver
3	Bronze
1	Copper

Chapters Votes

An eligible Chapter is entitled to one (1) vote for each Trustee position to be elected.

Candidate Withdrawal or Disqualification

If a candidate withdraws or is disqualified after ballots have been mailed, but before the election is certified, the Elections Committee will assign that candidate a total of zero votes, regardless of the actual number cast.

Certification of Vote

The Elections Committee shall certify the results of the annual Trustee election to the Board within five (5) days following the election.

As indicated in the Bylaws Article II Section 1.(a) and (b), the candidate(s) with the highest number of votes for each constituency is elected (the vote being by plurality).

In the event of a tie vote for any position, fair and unbiased random selection will be used to determine the order of the tied candidates.

Announcement and Publication of the Result

The Elections Committee shall announce the results of the annual Trustee elections within five (5) days following the election.

The announcements will include the names of the successful candidates and details on voter turn-out. The vote counts of the elected Trustees and the total vote count will be published; however, all candidates listed on the Final Slate and the Board will be provided with the full list of candidates and the number of votes that each received.

The Election Committee’s announcement to the Chapters community also will include a list of the Chapters that were deemed eligible to vote in the election and the Chapters that exercised their voting privilege. No further details regarding Chapter voting will be publicly disclosed.

Challenges

Any challenge must be addressed to the President of ISOC with a recital of the reasons for the challenge, and must be received no later than seven (7) days following the Election Committee’s announcement of the election results. The President, after consultation with the Chairs of the Nominations and Elections Committees and the Trustees of the Board, shall advise the individual who filed the challenge of the Board’s decision, which shall be final, within seven (7) days following the end of the challenge period.

Vacancies

The Bylaws Article II Section 3. govern provisions related to vacancies. This includes a person certified as elected but who informs ISOC that he/she cannot or will not take office.

Trustees Appointed by IETF

Per the Bylaws Article II Section 1.(c), the Internet Engineering Task Force (IETF) appoints Trustees through a process governed by IETF.

As part of the selection of the IETF Trustee(s), the IAB or its delegate will liaise with the Nominations Committee. The Nominations Committee will provide non-binding guidance regarding the general Board selection criteria for prospective IETF Trustees and verify candidates are not running for more than one Board seat simultaneously. The process must ensure that prospective Trustees are identified with sufficient time to attend the ISOC Annual General Meeting.

The announcement of IETF appointed Trustees will be made at the same time as the announcement of elected Chapter Trustees and Organizational Member Trustees, if practicable.

The Bylaws, Article II Section 3. govern provisions related to IETF vacancies.

Trustees Appointed by the Board

Per the Bylaws Article II Section 1.(d), the Board may, in its sole discretion, appoint Trustees to the Board in addition to those selected/elected by ISOC’s various constituencies. Please refer to the Bylaws and Procedures for Selecting Board-Appointed Trustees for further information.

Records Retention Provisions

Any information related to the nominations and elections process that is made available to the public via ISOC’s election websites will be retained in perpetuity. This includes, but is not limited to, the Call for Nominations, elections timetable, candidates and candidate biographies/statements, petitions received, etc.

Nominations forms submitted to the Nominations Committee will be deleted following the completion of the annual nominations and elections process.

Typical Timing for Organizational Member and Chapters Elections

Each year, the Elections Committee shall propose an Elections Timetable to the Board for approval. A typical timetable follows:

Timing	Election Activity
Early November	Call for Nominations; Nominations Period Opens
Mid December	Nominations period closes
Early February	Slates Announced; Petition Period Opens
Mid February	Petition Request Period Ends
Late February	Deadline for Receipt of Petition Signatures
Early March	Final Slates Announced
Mid March	Candidate Forums Open
Late March	Candidate Forums Close; Voting Begins
Late March	Voting Closes; Ballots Counted
Early April	Results Announced; Challenge Period Begins
Mid April	Challenge Response Period Ends
Late April	Final Results Announced, Including IETF Appointee(s) and Board-Appointed Trustees
June/July	Annual General Meeting

Definitions

Board – Internet Society Board of Trustees
Candidate – an individual running in the election
Elections Committee – Internet Society Board of Trustees Elections Committee, which is reconstituted by Board vote every year
Election Representative – individual selected by an eligible Organization Member who will act as an Organization Member’s spokesperson with respect to all election actions, including voting
Elections Timetable – annual schedule for the nominations and election process as approved by the Board
Final Slate – the initial slate plus any successful petitions
Initial Slate – list of candidates selected by the Nominations Committee to run in the Organizational Member and Chapter elections
Nominations Committee – Internet Society Board of Trustees Nominations Committee, which is reconstituted by Board vote every year
Petitioner – an individual who follows the nominations process as outlined in Section 4.a.1., is not selected for an initial slate by the Nominations Committee, and submits a petition
Principal – Organizational Member representative as identified in the member agreement
Signature – an email sent by an eligible Organizational Member’s Election Representation or eligible Chapter’s Voting Delegate in support of a petitioner
Supporter – an eligible Organization Member’s Election Representation or eligible Chapter’s Voting Delegate who submits a signature in support of a petitioner
Trustee Category – as identified by the Board composition (see Section 1.a.); the categories are Organizational Members, Chapters, IETF, and trustees appointed by the ISOC Board
Voting Delegate – individual selected by an eligible Chapter who will act as a Chapter’s spokesperson with respect to all election actions, including voting; by default, this is a Chapter’s President unless a different individual has been selected to serve as Voting Delegate