Minutes of the Meetings of the Audit Committee of the Internet Society

Audit Committee Meeting Minutes – 1 November 2021

The Audit Committee of the Internet Society (ISOC) held a meeting on Monday, November 1st, 2021, at 14:00 UTC. In attendance was Richard Barnes, as appointed by Mike Godwin, Chair of the Audit Committee, to Chair the Audit Committee meeting and Maimouna Diop as a member of the Audit Committee. Mike Godwin, the Chair of the Audit Committee, sent his regrets.

Also in attendance were Sae Park, Acting Chief Financial Officer, Ilona Levine, General Counsel, Sarah Armstrong, Executive Director of the Foundation, and Sibyl Ketcham, Accounting Manager. Bill Turco, Not-for-Profit Tax Director at RSM US LLP, was also in attendance for part of the meeting.

Call to Order

Richard called the meeting to order.

Review of the U.S. IRS Form 990 (Return of Organization Exempt from Income Tax) for ISOC & ISOC Foundation

Sae reviewed the meeting agenda and summarized that one role of the Audit Committee is to review ISOC and the Foundation’s information return for U.S. tax-exempt organizations (Form 990) in accordance with the U.S. Internal Revenue Service guidelines and the Charter of the Committee. Draft copies of the information returns were reviewed by Ilona and an outside legal firm before it was submitted to the Committee on October 26th, 2021.

Mr. Turco summarized the purpose of Form 990 and then reviewed each part of the 990 along with the supporting Schedules for Foundation and ISOC, respectively. The Committee asked questions that were answered by either Bill Turco, Sae, or Ilona.

Sae explained that the process for filing the information return included noting in these minutes that the Audit Committee performed a detailed review of the returns, at which point the returns will be supplied to all members of ISOC’s Board of Trustees. The returns will then be signed by both Andrew and RSM and filed with the U.S. Internal Revenue Service.

The Committee also confirmed that it had reviewed and accepted ISOC’s and ISOC Foundation’s 2020 U.S. information returns (Form 990). Sae confirmed that the returns will be sent to all Trustees prior to its filing.

The representative from RSM left the meeting.

Audit and Tax Service

Sae reminded the Committee that in late August, the Committee approved the engagement of BDO USA, LLP for the audit and tax services, effective tax year 2021. Sae reviewed the timeline of the tax year 2021 audit with the Committee.

AOB

The Committee called for any other business.

With no further business, the meeting adjourned at 15:00 UTC.