Board Meeting No. 73

24-25 Jul 2009, Stockholm, Sweden

Address: Barnhusgatan 12-13, 111 23 S
Room: 202

Remote Participation:
ISOC Marratech Conferencing System https://marratech.tools.isoc.org:8001
*click on the Auditorium room to join the conference

High Level Schedule for Planning Purposes

Friday, 24 July 2009

10:00-12:00 New Trustee Orientation

12:00-13:00 Lunch (optional)

13:00-17:15 Open Session

13:00-13:45 Meeting #73-AGM Meeting

13:45-17:15 Meeting# 74 Begins-Meeting Slot 1

17:15-19:00 Closed Session I
(New Board, Executive Team & Invited Guest Only)

17:15-19:00 Meeting Slot 2

19:30-22:00 Dinner-ISOC (New) Board

Saturday, 25 July 2009

07:00-08:00 Breakfast (optional)

08:00-09:00 Closed Session II  
(New Board, Executive Team & Invited Guest Only)

08:00-09:00 Meeting Slot 2

09:00-17:30 Open Session
(includes breaks and lunch)

09:00-17:30 Meeting Slot 4

19:00-22:00 Dinner: ISOC Board & Sr. Mgmt. w/IAB, IESG, IAOC/(IETF Trust Trustees), and IRTF leadership

Board Meeting 73-AGM

Friday, 24 July 2009

10:00-12:00 (2:00)
Trustee Orientation & Private time-build acquaintances, review key areas as part of Trustee orientation.

Agenda will be sent separately.

12:00-13:00 (1:00)
Lunch

13:00-13:10 (0:10)
1. Agenda and Ratifications

13:10-13:15 (0:05)
2. Minutes/E-votes Approved Minutes 71 and Minutes 72

PROPOSED RESOLUTIONS:
Resolution 09-XX: Approval of the Minutes of the 71st Board Meeting
RESOLVED, that the minutes of the 71st meeting of the Internet Society held by teleconference, 18 May 2009, are approved.

Resolution 09-XX: Approval of the Minutes of the 72nd Board Meeting
RESOLVED, that the minutes of the 72nd meeting of the Internet Society held by teleconference, 29 May, 2009 are approved.

Resolution 09-XX: Ratifying the Electronic Votes approving ISOCs Delegation Policy
RESOLVED, that the electronic votes approving ISOC’s Delegation Policy is ratified.

13:15-13:30 (0:15)
3. Audit Committee Report

PURPOSE: Receive the report of the Audit Committee and accept the 2008 Independent Auditors Report

A resolution to accept the 2008 audited statements will not be entertained at this time. The final audited statements will be presented at a later date to the Board of Trustees for an e-vote.

13:30-13:40 (0:10)
4. Election Committee Report–P. Vande Walle

PURPOSE: Accept the report of the Election Committee on the 2008 – 2009 Election

PROPOSED RESOLUTION:
Resolution 09-XX: Accept the 2008-2009 Election Committee Report
RESOLVED, that the Report of the 2008-2009 Elections Committee is accepted.

13:40-13:45 (0:05)
5. Recognition of Outgoing Trustees

PROPOSED RESOLUTION:
Resolution 09-XX: Recognition of outgoing Trustees
RESOLVED, that the board extends its sincere gratitude to the outgoing board members, Patrik Fältström, Franck Martin, Bill St. Arnaud and Baoping Yan for their dedication and outstanding service to the Internet Society.

Board Meeting 74 – New Board is seated

Friday, 24 July 2009

13:45-14:45 (1:00)
1. Chair Elections and Board Appointments

PURPOSE:

• Appointments and election of a Chair of the ISOC Board of Trustees. Note: Some appointments may be addressed later (at the discretion of the Chair)
• Review ISOC’s Conflict of Interest Policy and Agree on the Review Process and Responsible Party (For minutes)

PROPOSED RESOLUTIONS:
Resolution 09-XX: Appointing ISOC Board of Trustees Chair
RESOLVED, that XXXX be appointed as Chair of the ISOC Board of Trustees

Resolution 09-XX: Appoint a Secretary to the Board
RESOLVED, that XXXX be appointed as Secretary to the Board

Resolution 09-XX: Appoint a Treasurer
RESOLVED, that XXXX be appointed as Treasurer

Resolution 09-XX: Appoint an Audit Committee
RESOLVED, that XXXX (as Treasurer) be appointed chair of the Audit Committee and YYY be appointed as members of the Audit committee.

Resolution 09-XX: Appoint an Executive Committee
RESOLVED that XXXX be appointed to the Executive Committee along with Lynn St. Amour (as President & CEO), XXX (as Treasurer) and XXX (as Secretary).

Resolution 09-XX: Appoint a Chair of the Elections Committee
RESOLVED, that XXXX be appointed as Chair of the Elections Committee

Resolution 09-XX: Appoint a Chair of the Nominations Committee
RESOLVED, that XXXX be appointed as Chair of the Nominations Committee

14:45-15:00 (0:15)
2. Appointment of the ISOC Liaison to the IETF Nominations Committee

Purpose: ISOC Board of Trustees appoints the ISOC Liaison to the IETF Nominations Committee for the 2009-2010 term

PROPOSED RESOLUTION:
Resolution 09-xx: The ISOC Board of Trustees appoints XXXXX as ISOC Liaison to the IETF Nominations Committee for the 2009-2010 term

15:00-15:15 (0:15)
3. Approve Audit Committee Charter

PURPOSE: Approve an Amendment to the Audit Committee Charter.

PROPOSED RESOLUTION:
Resolution 09-XX: Approve the Amendment and Restatement of the Audit Committee Charter
RESOLVED, that the Audit Committee Charter (the “Charter”) be amended and restated to indicate that in its review of the audited statements of the Internet Society, the Audit Committee relies on the independent audit of Public Interest Registry and the review by the Board of Directors of Public Interest Registry, and
FURTHER RESOLVED, that the Audit Committee is responsible for the review of the Annual Disclosure Forms submitted under the Internet Society’s Conflict of Interest Policy, with a report to be made to the Board of Trustees at least annually.

15:15-15:30 (0:15)
Break (in meeting room)

15:30-16:30 (1:00)
4. President & CEO’s Report-L. St.Amour

PURPOSE: Status update and context for Strategic Planning session

(a) Review key directions as pertains to 3-year Business Plan and Budget Development. Will address following specific BoT Work Plan Items:

Key Initiative Reviews

• InterNetWorks-L. Daigle
• EnablingAccess-K. Rose /J. McNerney
• Trust &Identity-L. Lynch

Key Program and Department Reviews

• Strategic Global Engagement–B.Graham
• Revenue Stream Diversification-J. McNerney
• Public Policy: Review strategic priorities & partners F. Donck

(b) Review 2009 YTD Financials and 2009 Forecast
L. St.Amour/G. Kapfer

(c) Review 3-yearhigh level “budget envelope”
L. St.Amour/G. Kapfer

PROPOSED RESOLUTION: None Required, but will be looking for Sense of the Board

16:30-16:45 (0:15)
5. ISOC Delegation Policy Review-G. Kapfer

Purpose: Review the delegations of financial authority that may be discharged herein from CEO to department managers.

PROPOSED RESOLUTION
09-xx: Approval of ISOC’s Delegation Policy
RESOLVED that ISOC’s Delegation Policy, dated 24 May, 2009 is approved.

16:45-17:05 (0:20)
6. Advisory Council Update-AC Co-Chair(s)

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

PROPOSED RESOLUTION: None Required

17:05-17:15
Break

Closed Session

17:15-18:00 (0:45)
7. PIR Reviews–A. Raad/B. Fraser

PURPOSE:

• High level Update on key developments
• Review 2009 YTD Business results
• Review 3-year Preliminary Financials

PROPOSED RESOLUTION (None required)

18:00-19:00 (1:00)
8. Board Discussion–New Board, Executive Team and Invited Guest Only

PURPOSE: Board has been informed separately of the topics

19:30-22:00 (2:30)
Dinner-ISOC (New) Board

Saturday, 25 July 2009

Closed Session

08:00-09:00 (1:00)
9. Board Discussion-New Board, Executive Team and Invited Guests Only

PURPOSE: Board has been informed separately of the topics

Open Session

09:00-09:10 (0:10)
Break

09:10-10:10 (1:00)
10. IETF, IAB, IAOC & IETF Trust Updates-R. Housley:

• O. Kolkman
• B. Hinden
• M. Eubanks

PURPOSE: High level report of key developments in the IETF, IAB, IAOC and IETF Trust.

• Review long term direction as pertains to 3-year Business Plan and Budget Development for each I* area
• Review 3-year high level budget outlook

PROPOSED RESOLUTION: None required

10:10-10:40 (0:30)
11. Presentation by the Swedish Chapter of the Internet Society

PURPOSE: Increased visibility for ISOC Chapters and their activities

PROPOSED RESOLUTION: None required

10:40-15:45 (5:05)
12. Strategic Planning (Includes lunch and afternoon break)

PURPOSE: Sense of the Board with respect to key areas of development for ISOC for the 2010-2012 Planning period.

ISOC Management have created 4 plausible scenarios for the future of the Internet/Internet’s development (in an 8 year window – 2 pages long) and will share these with the Board in advance of the meeting in order to scope critical areas and set context for our discussion during this session. We will structure a discussion for the Board meeting that identifies possible actions/roles for ISOC.

Scenarios:

• Telco’s Heaven
• Boutique Networks
• Porous Garden
• Common Pool

PROPOSED RESOLUTION: None Required, but key points to be captured in a Sense of the Board

15:45-16:15 (0:30)
13. Discussion-Cultural/National Diversity within ISOC

16:15-16:45 (0:30)
14. Update Board Work Plan

16:45-17:15 (0:30)
15.Board Appointments Continued (If necessary)

17:15-17:30 (0:15)
16. AOB/End of Meeting

19:00-22:00 (3:00)
Dinner ISOC Board & Sr. Mgmt. with IAB, IESG, IAOC/(IETF Trust Trustees), and IRTF leadership

All Past Board Meetings

No. 73 (24 July 2009) AGM

• No. 191 (8-9 November 2025)
• No. 190 (7 September 2025)
• No. 189 (13 June 2025)
• No. 188 (14 May 2025)
• No. 187 (6 March 2025)
• No. 186 (12 February 2025)
• No. 185 (8 January 2025)
• No. 184 (11 December 2024)
• No. 183 (2 November 2024)
• No. 182 (29 September 2024)
• No. 181 (22 June 2024)
• No. 180 (12 June 2024)
• No. 178 (9-10 March 2024)
• No. 176 (11-12 November 2023)
• No. 175 (11 October 2023)
• No. 174 (8 September 2023)
• No. 173 (17-18 June 2023)
• No. 172 (14 June 2023)
• No. 171 (10 May 2023)
• No. 170 (1-2 April 2023)
• No. 169 (8 February 2023)
• No. 168 (12-13 November 2022)
• No. 167 (10 August 2022)
• No. 166 (18-19 June 2022)
• No. 165 (8 June 2022)
• No. 164 (11 May 2022)
• No. 163 (26-27 March 2022)
• No. 162 (12 January 2022)
• No. 161 (13-14 November 2021)
• No. 160 (22 August 2021)
• No. 159 (31 July-1 August 2021)
• No. 158 (8 July 2021)
• No. 157 (15 March 2021)
• No. 156 (26 January 2021)
• No. 155 (10 December 2020)
• No. 154 (22 November 2020)
• No. 153 (1-2 August 2020)
• No. 152 (2 July 2020)
• No. 151 (7 May 2020)
• No. 150 (17 April 2020)
• No. 149 (13 March 2020)
• No. 148 (23-24 November 2019)
• No. 147 (28 October–10 November 2019)
• No. 146 (27-28 July 2019)
• No. 145 (11 July 2019)
• No. 144 (14 March 2019)
• No. 143 (7-8 March 2019)
• No. 142 (9-10 November 2018)
• No. 141 (30 June-1 July 2018) AGM
• No. 140 (15 June 2018)
• No. 139 (24-25 March 2018)
• No. 138 (18-19 November 2017)
• No. 137 (3-4 June 2017)
• No. 136 (24 May 2017)
• No. 135 (6-7 March 2017)
• No. 134 (10-11 November 2016)
• No. 133 (14 October 2016)
• No. 132 (18-19 June 2016)
• No. 131 (14 June 2016)
• No. 130 (9-10 April 2016)
• No. 129 (22 March 2016)
• No. 128 (10 March 2016)
• No. 127 (17 December 2015)
• No. 126 (30-31 October 2015)
• No. 125 (15 October 2015)
• No. 124 (14 September 2015)
• No. 123 (7-8 July 2015)
• No. 122 (29 June 2015)
• No. 121 (24 April 2015)
• No. 120 (21 April 2015)
• No. 119 (14-15 February 2015)
• No. 118 (2 February 2015)
• No. 117 (15-16 November 2014)
• No. 116 (3 November 2014)
• No. 115 (18 September 2014)
• No. 113 (27-28 June 2014) AGM
• No. 112 (16 June 2014)
• No. 111 (7-8 April 2014)
• No. 110 (1 April 2014)
• No. 109 (30 January 2014)
• No. 108 (12 December 2013)
• No. 107 (24 November 2013)
• No. 106 (22-23 November 2013)
• No. 105 (11 November 2013)
• No. 104 (16 September 2013)
• No. 103 (3-4 August 2013) AGM
• No. 102 (22 July 2013)
• No. 101 (13 April 2013)
• No. 100 (21 January 2013)
• No. 99 (19 November 2012)
• No. 98 (20-21 October 2012)
• No. 97 (19 September 2012)
• No. 96 (4-5 August 2012) AGM
• No. 95 (16 July 2012)
• No. 94 (29 May 2012)
• No. 93 (11 April 2012)
• No. 92 (9-11 March 2012)
• No. 91 (16 January 2012)
• No. 90 (22-23 October 2011)
• No. 89 (19 September 2011)
• No. 88 (30-31 July 2011)
• No. 87 (30 July 2011) AGM
• No. 86 (9 May 2011)
• No. 85 (2-3 April 2011)
• No. 84 (13 December 2010)
• No. 83 (13-14 November 2010)
• No. 82 (20 September 2010)
• No. 81 (19-20 June 2010)
• No. 80 (19 June 2010) AGM
• No. 79 (17 May 2010)
• No. 78 (27-28 March 2010)
• No. 77 (2 February 2010)
• No. 76 (4-5 December 2009)
• No. 75 (21 September 2009)
• No. 74 (24-25 July 2009)
• No. 73 (24 July 2009) AGM
• No. 71 (18 May 2009)
• No. 70 (28-29 March 2009)
• No. 69 (22-23 November 2008)
• No. 68 (15 September 2008)
• No. 67 (28-29 June 2008)
• No. 66 (28 June 2008) AGM
• No. 64 (15-16 March 2008)
• No. 63 (8-9 December 2007)
• No. 61 (30 June-1 July 2007)
• No. 60 (30 June 2007) AGM
• No. 58 (24-25 March 2007)
• No. 57 (15 January 2007)
• No. 56 (11-12 November 2006)
• No. 54 (30 June-1 July 2006)
• No. 53 (30 June 2006) AGM
• No. 51 (10-11 February 2006)
• No. 50 (30 October 2005)
• No. 49 (5-6 August 2005)
• No. 48 (5 August 2005) AGM
• No. 45 (11-12 March 2005)
• No. 41 (12-13 November 2004)
• No. 30 (16-17 November 2002)
• No. 28 (17-18 June 2002)
• No. 27 (17 June 2002) AGM
• No. 25 (8-9 December 2001)
• No. 24 (6 June 2001)
• No. 23 (4-5 June 2001) AGM
• No. 22 (10 December 2000)