Board of Trustees Meetings

Current
Board Meeting

Board Meeting No. 159 - 2021 Annual General Meeting

31 July 2021
14:00 – 18:00 UTC

1 August 2021
14:00 – 15:50 UTC

Guide to Board session types:

  • Closed executive session: board members only.
  • Open to observers session: local and remote attendees are welcome to listen in.
  • Open forum session: local and remote attendees are welcome to ask questions, provide input, and discuss with the board. No open forum sessions are planned for this meeting.

Please note that the Board may invite particular individuals to participate in any session (e.g., as presenters) as needed.

Guidelines for Observers

Agenda

Times on this agenda are listed in UTC for the benefit of participants and observers in different regions.

Saturday, 31 July 2021

Open to Observers Session*

* Note: this session will move in and out of closed executive session briefly during the Board Chair and Officer elections.

14:00-14:05
1. Welcome, Apologies and Declaration of Conflicts – A. Sullivan (5 mins)

Per the Procedure for Conducting Election of Officers of the Board, the President will open the meeting and preside over the election of the Chair of the Board. Immediately following the election of Chair, the newly elected Chair will assume office and preside over the remainder of the meeting.

14:05-14:20
2. Annual Election of Board Chair – A. Sullivan (15 mins)

PURPOSE: To elect the Chair of the Internet Society Board of Trustees.

–  Election of the Chair of the Board

14:20-14:30
3. Annual Election of Other Officers – Board Chair (10 mins)

PURPOSE: To elect other officers of the Internet Society Board of Trustees.

–  Election of the Treasurer
–  Confirmation of decision on board secretary role

14:30-14:35
4. Appoint a Liaison to the IETF Nominations Committee – Board Chair (5 mins)

Resolution 2021-XX: Appoint a Liaison to the IETF Nominations Committee
RESOLVED, that the ISOC Board appoints Brian Haberman as ISOC Board Liaison to the IETF Nominations Committee for the 2021-2022 term.

14:35-14:45
5. Annual Appointment of Committee Chairs and Members – Board Chair (10 mins)

Resolution 2021-XX: Appoint chairs and members of committees of the Board
RESOLVED, that the ISOC Board makes the following appointments to committees of the Board for the 2021-2022 term.

Audit Committee
Chair: Mike Godwin
Members: Richard Barnes, Maimouna Diop.

CEO Succession Planning Committee
Chair: Brian Haberman
Members: Ted Hardie, Luis Martinez, Robert Pepper, Muhammad Shabbir, Laura Thomson.
Non-voting, ex-officio member: Andrew Sullivan 

Compensation Committee
Chair: Incoming Board Chair
Members: Richard Barnes, Brain Haberman, Muhammad Shabbir.

Elections Committee*
Chair: Maimouna Diop
Non-voting, ex-officio member: Andrew Sullivan

Executive Committee
Chair: Incoming Board Chair
Members: Jon Peterson, Laura Thomson.
Non-voting, ex-officio member: Andrew Sullivan

Finance Committee
Chair: Laura Thomson
Members: Robert Pepper, Jon Peterson, George Sadowsky.
Non-voting, ex-officio member: Andrew Sullivan

Governance Committee
Chair: Paul Ebersman
Members: Luis Martinez, Muhammad Shabbir, George Sadowsky, Laura Thomson.
Non-voting, ex-officio member: Andrew Sullivan

Nominations Committee*
Chair: George Sadowsky

PIR Nominations Committee
Chair: Richard Barnes
Members: Maimouna Diop, Brian Haberman, George Sadowsky, Laura Thomson.

*Note: Appointment of some committee members will be undertaken at a future meeting.

 

14:45-14:48
6. Approve the minutes of the previous Board meeting – Board Chair (3 mins)

PROPOSED RESOLUTION:
Resolution 2021-XX: Approve the minutes of the 158th Board meeting
RESOLVED, that the minutes of the 158th meeting of the ISOC Board of Trustees, held by videoconference on 8 July 2021, are approved.

14:48-14:50
7. Welcome new Chapter – Board Chair (2 mins)

PROPOSED RESOLUTION:
Resolution 2021-XX: Welcome new Chapter
RESOLVED, that the ISOC Board of Trustees warmly welcomes the Internet Society Zambia Chapter.

The board also extends its congratulations to President Levy Syanseke and all the officers of the new chapter.

The board is also hereby notified that the Barbados Chapter and the US Colorado Chapter entered rejuvenation status in June, joining other chapters in rejuvenation in Nepal, South Africa Gauteng and Thailand.

14:50-14:55
8. Action items from the 2020-2021 Board – Board Chair (5 mins)

PURPOSE: To accept a summary of agreed Board action items from the 2020-2021 Board of Trustees.

Summary of Agreed Board Action Items

At the close of each Internet Society board year, the outgoing Board of Trustees conveys to the incoming Board a list of priorities which, based on its knowledge and experience, are crucial for the continued success of the organization. Now at the close of its term, the 2020-2021 Board conveys the following priorities to the 2021-2022 Board:

  • Continue developing a high-level strategy for revenue diversification for the future of the Internet Society and the Internet Society Foundation; and
  • Continue to support the projects approved as part of the Internet Society’s 2021 Action Plan.

PROPOSED RESOLUTION:
Resolution 2021-XX: Accept the Summary of Agreed Board Action Items from the 2020-2021 Board of Trustees.
RESOLVED, the ISOC Board of Trustees accepts the Summary of Agreed Board Action Items as conveyed by the 2020-2021 Board of Trustees.

14:55-15:00
9. Recognition of Outgoing Trustees – Board Chair (5 mins)

PURPOSE: To express appreciation to outgoing Trustees for service to the Board

PROPOSED RESOLUTION:
Resolution 2021-XX: Recognition of outgoing Trustees
RESOLVED, that the Board thanks Walid Al Saqaf, Gonzalo Camarillo, John Levine and Heather West for their dedication and outstanding service to the Internet Society as members of the Board of Trustees, and extends special appreciation to Gonzalo for his leadership over the past five years as Board Chair and to John for his commitment as Board Secretary over the same period.

15:00-15:05
Break (5 mins)

Resume in Closed Executive Session

15:05-15:50
10. PIR Report – L. Fuhr, J. Bedser and J. Nevett (45 mins)

PURPOSE: To receive a report on business matters from the PIR Board Chair, Vice Chair and CEO.
No resolution required.

15:50-15:55
Break (5 mins)

Resume in Open to Observers Session

15:55-16:40
11. Reports by ISOC Community & Working Group Chairs – Chairs (45 mins)

15:55-16:10
IAB Chair’s Report – M. Kuehlewind (15 mins)
PURPOSE: To receive a report from the Chair of the Internet Architecture Board.
No resolution required.

16:10-16:25
IETF LLC Chair’s Report – J. Livingood (15 mins)
PURPOSE: To receive a report from the Chair of the Internet Engineering Task Force LLC.
No resolution required.

16:25-16:40
IETF Trust Chair’s Report – G. Deen (15 mins)
PURPOSE: To receive a report from the Chair of the Internet Engineering Task Force Trust.
No resolution required.

16:40-17:40
12. President & CEO Reports

PURPOSE: To provide the Board with an opportunity to ask questions and provide comments on President and CEO Reports provided to them as presentations prior to the meeting.

No resolution required.

Move to Closed Executive Session

17:40-18:00
13. CFO Report – S. Spector (20 mins)

PURPOSE: To provide the Board with an opportunity to ask questions and provide comments on a financial report provided to them as a presentation prior to the meeting.

No resolution required.

Recess for day.

Sunday, 1 August 2021

All times on this agenda are listed in UTC.

Resume in Closed Executive Session 

14:00-14:20
14. Reports by ISOC Community & Working Group Chairs

14:00-14:20
Governance Reform Working Group Co-chairs’ Report – M. Godwin and H-P Dittler (20 mins)

PURPOSE: To receive a report from the Co-chairs of the Governance Reform Working Group.
No resolution required.

14:20-14:25
Break (5 mins)

Move to Open to Observers Session

14:25-14:40
14. Reports by ISOC Community & Working Group Chairs (continued)

14:25-14:40
Chapters Advisory Council Steering Committee Chair’s Report – PJ Darres (15 mins)
PURPOSE: To receive a report from the Chair of the Chapters Advisory Council Steering Committee.
No resolution required.

14:40-15:25
15. 2020-2021 Board Focus Areas – Board Chair

PURPOSE: To provide the Board with an opportunity to ask questions and provide comments on staff reports provided to them as presentations prior to the meeting.

15:25-15:30
Break (5 mins)

Move to Closed Executive Session 

15:30-15:45
15. 2020-2021 Board Focus Areas (continued) – Board Chair

PURPOSE: To provide the Board with an opportunity to ask questions and provide comments on staff reports provided to them as presentations prior to the meeting.

  • Revenue Diversification – J. Dogniez and S. Bellagamba (15 mins)

Resume in Open to Observers Session 

15:45-15:50
16. Any Other Business – Board Chair (5 mins)

15:50
17. Adjournment of Annual General Meeting