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

A meeting of the Audit Committee of the Internet Society (ISOC) was held on Friday, September 12 at 12:00 UTC. In attendance was Eric Burger, Chair of the Audit Committee, and Gihan Dias, Rudi Vansnick as members of the Audit Committee. Narelle Clark sent her regrets.

Also in attendance were Greg Kapfer, Chief Financial Officer, Sandy Spector, Director of Finance and Mary Torretta, Not-for-Profit Tax Manager at Grant Thornton

Call to Order

Eric called the meeting to order.

Review of ISOC’s Annual Form 990 Tax Return Filing

Greg summarized that one role of the Audit Committee was to review ISOC’s U.S. information return (Form 990) in accordance with U.S. Internal Revenue Service guidelines and according to the Charter of the Committee. A draft copy of the return had been supplied to the Committee on August 30th.

Ms. Torretta summarized the purpose of the Form 990 and then reviewed each part of the 990 and supporting Schedules. The Committee asked a number of questions that were answered by either Ms. Torretta or by management.

Greg explained that the process for filing the tax return included noting in these minutes that the Audit Committee had performed a detailed review of the tax return, whereupon the full tax return would be supplied to each of the members of ISOC’s Board of Trustees. The return will then be signed by both Greg and Grant Thornton, and filed with the Internal Revenue Service.

The Committee then confirmed that it had reviewed and accepted ISOC’s 2013 U.S. information return (Form 990). Greg confirmed that the report would also be sent to all Trustees prior to its filing.

The representatives from Grant Thornton left the meeting.

Risk Assessment

Greg updated the Committee on the selection process for hiring a consultant to conduct an ISOC corporate process review.  Greg stated that the selection was close to completion.

Review of Audit Committee Charter

The Committee agreed to review the Audit Committee Charter at the next meeting in Hawaii.

Audit and Tax Service

Greg summarized the results of the audit and tax service selection process, noting that ISOC and PIR together came to the conclusion to recommend engaging.  McGladrey LLP to perform audit and tax services for 2014 audit and tax services. The Committee approved the engagement of McGladrey LLP for these services.

AOB

Eric called for any other business.

With no further business, the meeting was adjourned at 13:10 UTC