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Board of Trustees Meetings

All Meetings, Present to 1992

No. 132 (June 18-19, 2016)
Board Meeting

Board Meeting No. 132

Venue:  JW Marriott Cancun, Cancun, Mexico
Room:  Chichen Itza Room

The Board of Trustees invites the ISOC community to join Public sessions of its meetings as observers. Those who are interested in providing comments or questions on topics before the Board may do so during one of the ISOC Board Open Forums (See item 19 on Saturday, and item 21 on Sunday). Only the items listed on this agenda under “Move to Executive Session” are closed to observers.

Details on in-person and remote participation in Board of Trustees meetings can be found on the Guidelines for Observers page.

Agenda 

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

Saturday, 18 June 2016

14:00 UTC

1.  Opening of ISOC Annual General Meeting

14:00-14:45

2.  Annual Election of Board Chair – K. Brown  (45 mins.)

PURPOSE: Elect the Chair of the Board of the ISOC Board of TrusteesNote: the meeting will move in and out of Executive Session as the Trustees discuss the candidates for each Officer position in private.

14:45 – 14:50

3.  Welcome, Apologies and Declaration of Conflicts – Board Chair  (5 mins.)

14:50 – 15:10

4.  Annual Election of Other Officers – Board Chair  (20 mins.)

PURPOSE: Elect the other officers of the ISOC Board of Trustees:

  • Election of the President
  • Election of the Secretary
  • Election of the Treasurer

15:10 – 15:15

5.  Approve the minutes of the 131st meeting of the Board of Trustees, held 14 June

2016 via videoconference. — Board Chair  (5 mins.)

Resolution 2016-XX: Approval of the Minutes of Board Meeting 131

RESOLVED, that the minutes of Meeting 131 of Internet Society Board of Trustees held by teleconference June 14, 2016 are approved.

15:15 – 15:30

6.  Appointment of a member of the IETF Administrative Oversight Committee (IAOC) – Board Chair (15 mins.)

PROPOSED RESOLUTION:

Resolution 2016-XX: Appoint a member of the IAOC.

RESOLVED, that the ISOC Board appoints xxx as a member of the IETF Administrative Oversight Committee for a term, commencing on 20 June, 2016 and concluding in March, 2018.

15:30 – 15:45

7.  Appointment of the ISOC Board Liaison to IETF Nominations Committee – Board Chair (15 mins.)

PROPOSED RESOLUTION:

Resolution 2016-XX: Appoint a liaison to the IETF nominations committee.

RESOLVED, that the ISOC Board appoints xxx as ISOC Board Liaison to the IETF nominations Committee for the 2016-2017 term.

15:45 – 15:55

8.  Action items from the 2015-2016 Board – Board Chair (10 mins.)

PURPOSE:  Accept summary of agreed Board action items from the 2015-2016 Board of

Trustees.

PROPOSED RESOLUTION:

Resolution 2016-XX: Accept the Summary of Agreed Board Action Items from the 2015-2016 Board of Trustees.

RESOLVED:  The ISOC Board of Trustees accepts the Summary of Agreed Board Action Items as conveyed by the 2015-2016 Board of Trustees.

15:55 – 16:10

BREAK, EMAIL TIME, ETC.  (15 mins.)

16:10 – 16:20

9.  Recognition of Outgoing Trustees — Board Chair (10 mins.)

PURPOSE: Express appreciation to outgoing Trustees for their service to the Board.

PROPOSED RESOLUTION:

Resolution 2016-XX: Recognition of outgoing Trustees

RESOLVED, that the board thanks outgoing Board of Trustees members Bob Hinden (2010-2016), Narelle Clark (2010-2016), and Jason Livingood (2011-2016) for their dedication and outstanding service to the Internet Society.

16:20 – 16:25

10.  Recognition of Outgoing Secretary — Board Chair (5 mins.)

PURPOSE: Express appreciation to outgoing Secretary for his service to the Board.

PROPOSED RESOLUTION:

Resolution 2016-XX: Recognition of outgoing Secretary

RESOLVED, that the board thanks outgoing outgoing Secretary Scott Bradner, for his dedication and outstanding service to the Internet Society not only as Secretary (2003-2016), but also as a Trustee (1993-1999) and Vice President for Standards (1995-2003).

16:25 – 16:45

11.  IETF Chair’s Report – J. Arkko  (20 mins)

PURPOSE:  Review strategic developments.

No resolution required.

16:45 – 17:05

12.  IAB Chair’s Report – T. Hardie for A. Sullivan  (20 mins)

PURPOSE:  Review strategic developments.

No resolution required.

17:05 – 18:00

LUNCH, EMAIL TIME, ETC.  (55 mins.)

Move to Executive Session

18:00 – 19:00

13.  PIR Organization Reviews – M. Botterman / B. Cute (60 mins.)

PURPOSE:

(a).  High level update on key developments and 2016 business results to date.

(b).  Review 3-year high-level budget outlook and advice.

No resolution required.

Resume Public Session

19:00 – 19:30

14.  Board Committees and Charters – Board Chair  (30 mins.)

PURPOSE:  Review the committees of the Board and their charters.

(Selection of new committee chairs and members will occur on Day 2 of the meeting.)

19:30 – 19:45

BREAK, EMAIL TIME, ETC.  (15 mins.)

19:45 – 20:05

15.  Review of 2016-2017 Board meeting dates – Board Chair  (20 mins.)

PURPOSE: Review calendar of Board meetings for 2016-2017.

No resolution required.

20:05 – 20:25

16.  Review of plans for July Board retreat – Board Chair  (20 mins.)

PURPOSE: Review schedule and preliminary agenda for 23-25 July Board retreat in Berlin.

No resolution required.

20:25 – 20:45

17.  Chapter Advisory Council Update – A. Doria  (20 mins.)

PURPOSE: Report to the Board and CEO from the Chapter Advisory Council

No resolution required.

20:45 – 21:15

18.  AOB  (30 mins.)

21:15 – 21:30

BREAK, EMAIL TIME, ETC.  (15 mins.)

21:30 – 22:00

19.  ISOC Board Open Forum – Board Chair  (30 mins)

Time set aside for ISOC community members to ask questions and offer comments – in person, or in zoom — to the Board. The Forum will be recorded (audio and video) and available for playback from a link on this page after the board meeting has concluded. See also agenda item no. 21 on Sunday.

Guidelines for Observers

Recording of Forum

22:00
End of Annual General Meeting, Day One

Sunday, 19 June 2016

14:00

Open in Executive Session

14:00 – 14:15

20.  IETF Trust Chair’s Report – T. Gondrom (15 mins)

PURPOSE:  Review strategic developments and key directions.

No resolution required.

14:15 – 14:30

BREAK, EMAIL TIME, ETC.  (15 mins.)

Resume Public Session

14:30 – 15:00

21.  ISOC Board Open Forum – Board Chair  (30 mins)

Time set aside for ISOC community members to ask questions and offer comments – in person, or in zoom — to the Board. The Forum will be recorded (audio and video) and available for playback from a link on this page after the board meeting has concluded. See also agenda item no. 19 on Saturday.
Guidelines for Observers
Recording of Forum

15:00 – 17:25

22.  President & CEO Reports – K. Brown & Senior Staff  (145 mins. including a break)

PURPOSE:

(a)  Update on Branding and Website Redesign  (20 mins)

(b)  Policy Briefings on Internet Governance & Collaborative Security  (25 mins)

(c)  Update on InterCommunity 2016  (20 mins)

BREAK  (15 mins)

(d)  Update on Internet Hall of Fame  (15 mins)

(e)  Update on Membership Assessment Project  (20 mins)

(f)   Chief Administrative Officer’s Update  (15 mins)

(g)  Update on Scenarios Project  (15 mins)

No resolution required.

17:25 – 18:15

LUNCH, EMAIL TIME, ETC.  (50 mins.)

Move to Executive Session

18:15 – 19:15

Board discussion of IETF Endowment

Board discussion of Committee appointments

Resume Public Session

19:15 – 19:20

23.  Contribution to IETF Endowment – Board Chair (5 mins.)

PURPOSE: Approve movement of unrestricted ISOC funds to the permanently restricted funds of the IETF Endowment.

PROPOSED RESOLUTION:

Resolution 2016-XX: Approve ISOC’s pledge to support the Endowment for the Sustainability of the IETF (the “IETF Endowment”), and move funds to the IETF Endowment account concurrent with contributions from other key parties in the Internet community.

WHEREAS, having received positive expression of intent to provide funding to the IETF Endowment from other key parties in the Internet community; and

WHEREAS, the Board of Trustees of the Internet Society wishes to make a similar commitment to the IETF Endowment.

RESOLVED, that concurrent with the pledge of other key parties supporting the IETF Endowment, the Board approves the movement of US$1 million of its unrestricted assets to be included with the permanently restricted funds of the IETF Endowment, subject to the terms and directives of the Endowment Policy as adopted by ISOC’s Board on 29 May, 2012 and amended on 20 April 2015.

19:20 – 19:30

24.  Annual Appointment of Committee Chairs and Members – Board Chair  (10 mins.)

PURPOSE: Appoint chairs and members of committees of the Board

Note: Some committee member appointments may be undertaken later in the Meeting or at a future meeting (at the discretion of the Chair).

PROPOSED RESOLUTIONS:

(i). Appoint the Executive Committee

Resolution 2016-XX: Appoint the Executive Committee

RESOLVED, that the Board creates an Executive Committee and appoints xxx, xxx and xxx as members of the Executive Committee, along with Kathy Brown (President & CEO), xx (Treasurer), xx (Secretary) and xx (Chair of the Board) who serves as chair of the committee.

(ii). Appoint the chair and members of the Audit Committee

Resolution 2016-XX: Appoint the chair of the Audit Committee

RESOLVED, that the Board creates an Audit Committee and appoints xxx as chair and xxx, xxx, and xxx as members of the committee.

(iii). Appoint the Finance Committee

Resolution 2016-XX: Appoint the Finance Committee

RESOLVED, that the Board creates a Finance Committee and appoints xxx, xxx and xxx as members of the committee, along with Kathy Brown (President), and xxx (Treasurer) who serves as chair of the committee.

(iv). Appoint the Compensation Committee

Resolution 2016-XX: Appoint the Compensation Committee

RESOLVED, that the Board creates a Compensation Committee and appoints xxx, xxx and xxx as members of the committee, along with xxx (Chair of the Board) who serves as chair of the committee.

(v). Appoint the chair of the Nominations Committee

Resolution 2016-XX: Appoint the chair of the Nominations Committee

RESOLVED, that the Board creates a Nominations Committee and appoints xxx as chair of the committee. Kathy Brown (President) serves as a non-voting, ex-officio member of this committee.

(vi). Appoint the chair of the Elections Committee

Resolution 2016-XX: Appoint the chair of the Elections Committee

RESOLVED, that the Board creates an Elections Committee and appoints xxx as chair of the committee. Kathy Brown (President) serves as a non-voting, ex-officio member of this committee.

(vii). Appoint the chair and members of the Governance Committee

Resolution 2016-XX: Appoint the chair and members of the Governance Committee

RESOLVED, that the Board creates a Governance Committee and appoints xxx as chair of the committee, and xxx, xxx and xxx as members. Kathy Brown (President) serves as a non-voting, ex-officio member of this committee.

19:30 – 19:45

BREAK, EMAIL TIME, ETC.  (15 mins.)

19:45 – 20:10

25.  Report by the Mexico Chapter of the Internet Society – A. Pisanty  (25 mins.) 

PURPOSE: Increased visibility for ISOC Chapters and their activities.

No resolution required.

20:10 – 20:25

26.  Organization Members Advisory Council Update – OMAC Leaders  (15 mins.)

PURPOSE: Report to the Board and CEO from the Organization Member’s Advisory Council

No resolution required.

20:25- 21:00

27.  AOB  (35 mins.)

21:00

Adjournment of Annual General Meeting