Minutes of Executive Committee Meeting (02 December 2001)

Date: 2001.12.02
Committee: Executive Committee of BoT
Document: excom-01-012
Maintainer: Minutes taken by Christian Huitema.
Access: Unconfirmed

Attendees: Brian Carpenter, Rosa Delgado, Lynn St.Amour, Christian Huitema, Richard Perlman, Mike Nelson, Bob Vaughan
Unavailable: Kees Neggers, Latif Latid, Mike Conn

II. INET 2002
Mike & Richard have indicated that there is an opportunity to cut costs. If the cost cutting is real, there is an opportunity to revisit the decision to cancel INET 2002.

Once we sign a contract, Foretec is responsible of holding the line: if he does not, the deficit would be assumed by Foretec. However, ISOC would be responsible for getting the sponsorship commitment of $280,000 net; any expense linked to sponsorship, such as tee-shirts or notepads, would have to be raised in addition to the $280,000.

Richard explains that this is pretty much a definitive budget, and that there is no way to reduce the sponsorship amount. On the other hand, Lynn observe that there are some uncertainties, e.g. what happen if some sponsor wants to finance a break. Richard explains that breaks and other items are part of a package deal with the hotel, which means it will be hard to have “in-kind” contributions; in-kind contributions, e.g. goodies, would have “to arrive at our door before the conference.” There will be no way for example to sell the right to “print your logo on the conference bag.” In these conditions, Lynn is not sure that she can put up an attractive sponsorship package. Only signage is included in the budget. We need to be clear in the contract that there is nothing else provided by Foretec.

Mike points out that this is a standard contracting practice: if something is not explicitly stated in the organizing contract, the organizer cannot be expected to provide it. The conference will be much smaller than the recent INET conferences: the break-even point is fixed at 600 attendees, not 1200; there will not be 100 VIP passes, as in previous years.

We are under time pressure, as another group is already bidding to reserve the same 4 days with the hotel. Waiting for another week may well mean canceling the conference. The hotel is reserved but not contracted; we can be bumped out at any moment if someone is willing to commit and pay.

We resolve to have a direct discussion between Al and Lynn, to clear up any ambiguities between ISOC and Foretec. Mike & Richard observe that by doing so, they get by-passed, which makes their position uncomfortable. However, it is clear that the contract has to be signed by ISOC, which implies that Lynn will indeed have to sign under the dotted line.

Richard explains that we have to start organizing fundraising, for example in South America, if we want to take on the responsibility of organizing a conference in South America.

Richard and Mike propose to work with Al and clarify the contract today. However, Brian insists that Lynn as CEO has to have the final word, and that she has the responsibility of signing the contract, or canceling the conference. Lynn wants a specific clarification of what the organizer is offering to sponsors, and also whether the document that we have in front of us is the actual contract – it seems that it is in fact just a description of the substance of the contract. The contract will have also to specify how we organize the cash flow, i.e. whether ISOC hangs on the money from the sponsors until the date of the conference, or possibly 50% of it; Mike doubt that Foretec would agree with any such proposal, and that the mere mention of it will raise doubts about or solvency or seriousness, i.e. can be a deal-breaker.

The conference board hopes to raise $75,000 from its members, and also expects to generate a lot of leads for ISOC.

III. Quick updates
A. INET 2001

Lynn is still trying to close the accounts with Exponova; there are differences of $80,000 between two scenarios; we might have to pay back as much as $50,000.


Lynn has sent a note to Christine, who came back with a couple of answers: the ISSG has not seen her report, but she has otherwise consulted with the ISSG. She believes the ISSG is not the appropriate venue for discussion, and she would rather have the decisions be taken directly by the board. In any case, the board would have to approve the ISSG election. Lynn is concerned by the process that Christine followed.

Rosa is no part of the ISSG anymore. She believes the situation has become very complicated, as decisions and discussions were not shared with the ISSG. She fears that the ISSG will be very upset with Christine if we take the decision to terminate the ISTF; most likely, the situation will be very antagonistic, and a new ISTF president will be elected.


We are in-between contract for the RFC-editor services. We signed an MOU type document, but their formal contract people came back with a $850,000 per year proposal, which we could not accept. Instead, we are negotiating a cost-plus contract. We are not getting any figures of the run rate; we may expect $40,000 per month, but the situation in the absence of a formal contract is not clear. The executive committee suggests to make an interim payment, while we wait for the final contract.


ICANN would like to contract ISOC to run its individual membership elections. Brian’s suggestion is to not make any commitment with ICANN in 2002, given our unstable situation, and rather consider it for 2003. We need to have a clear explanation to the board. In fact, it seems that ICANN will not actually have an election before the end of 2002, or possibly 2003.

E. Governance proposal

Lynn wants to try to make a better presentation of the other aspects of its proposal, e.g. the role of chapters or the relation with ACM. However, it is better to just get the information out at this stage, rather than to keep up polishing the presentation.

F. Financial position

It is not good by any measure, and we have thus to be extremely cautious with INET 2002. In previous years, it is the float of INET that kept us solvent through the summer.

All Board Executive Committee Meeting Minutes

Meeting (02 December 2001)