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Board of Trustees Meeting Minutes

No. 105 (November 11, 2013)
Board Meeting Minutes

Minutes of Board Meeting No. 105

Author: S. Bradner
Date: 2013-11-11
Committee: BOT
Document: 13-105
Status: Unconfirmed
Maintainer: S. Bradner
Access: unlimited

105th Meeting of the Board of Trustees of the Internet Society, November 11, 2013.

The ISOC Board of Trustees met from 8:02 PM to 9:52 PM UTC on Monday November 11th via teleconference.

The following members of the Board of Trustees were present:

  • Alain Aina
  • Eric Burger
  • Narelle Clark
  • Keith Davidson
  • Raul Echeberria
  • Dave Farber
  • Bob Hinden
  • Jason Livingood
  • Desiree Miloshevic
  • Lynn St.Amour
  • Theresa Swinehart
  • Rudi Vansnick

Apologies were received from Bert Wijnen.

Also present:

  • Scott Bradner (Secretary)
  • ISOC staff

Minutes taken by Scott Bradner.

I. Welcome, Declaration of Conflicts, /E-votes Approved/Consent agenda

Bob called the meeting to order at 8:02 PM.  He asked if anyone had any conflicts with any of the upcoming agenda topics. Theresa said that she might, depending on what direction the governance update went.

II. Consent agenda

(a) Approval of the minutes of the 104th meeting of the Board of Trustees

(b) Ratify the e-vote approving the Governance Committee Charter and establishing a Governance Committee.

(c) Ratify the e-vote approving the 2014 ISOC Board of Trustees Elections calendar

(d) Ratify the e-vote approving the amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN

Dave moved to approve the consent agenda. Alain seconded the motion, which was approved unanimously.  Eric noted that he was not at the 104th board meeting.

Resolution 13-34: Approve Consent Agenda

RESOLVED, that the following items contained in the Consent Agenda were approved and ratified

(a). Approve the minutes of the 104th meeting of the Board of Trustees

Resolution 13-35: Approve the minutes of the 104th Board meeting.

RESOLVED that the minutes of the 104th meeting of the Board of Trustees, held on September 16, 2013 via teleconference, are approved.

(b) Ratify the e-vote approving the Governance Committee Charter and establishing a Governance Committee

Resolution 13-36: Ratify the e-vote establishing a Governance Committee
RESOLVED that the e-vote held between October 7th and 14th establishing a Governance Committee is ratified.  The e-vote passed unanimously with all trustees voting yes. The resolution in the e-vote was:

Resolution 13-37: Establish a Governance Committee and Appoint a Chair and Members of the Committee.

RESOLVED, that the Board establishes a Governance Committee with the proposed charter and appoints Desiree Miloshevic as Chair, Alain Aina, Keith Davidson, Bob Hinden, and Rudi Vansnick as members of the committee, along with Lynn St. Amour (as President).

(c) Ratify the e-vote approving the 2014 ISOC Board of Trustees Elections calendar

Resolution 13-38: Ratify the e-vote approving the 2014 ISOC Board of Trustees Elections calendar

RESOLVED that the e-vote held between September 29th and October 4th approving the 2014 ISOC Board of Trustees Elections calendar.  The e-vote passed with 11 trustees voting yes. Theresa Swinehart did not vote. The resolution in the e-vote was:

Resolution 13-39 Approval of the 2014 Elections Timetable
RESOLVED, that the 2014 Elections Timetable is approved.

(d) Ratify the e-vote approving the amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN

Resolution 13-40: Ratify the e-vote approving amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN

RESOLVED that the e-vote held between October 25th and November 1 approving amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN is approved.  The e-vote passed with 8 trustees voting yes and Desiree Miloshevic abstaining. Alain Aina, Keith Davidson and Theresa Swinehart did not vote.  The resolution in the e-vote was:

Resolution 13-41: Approval of the amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN.

RESOLVED, that the Board of Trustees of the Internet Society approves the amendment to the Registry Services Agreement between PIR and Afilias, as approved by the PIR Board of Directors on 14 October 2013;

FURTHER RESOLVED, that the Board of Trustees of the Internet Society approves PIR’s execution of the ICANN Registry Agreement and related Supplement to the Registry Agreement for the provision of IDN services, as approved by the PIR Board of Directors on 14 October 2013

III. Welcome New ISOC Chapters

Rudi moved to welcome the new Guateng Chapter of the Internet Society.  Dave seconded the motion, which was approved by acclimation.

Resolution 13-42: ISOC Board of Trustees welcomes a New ISOC Chapter
RESOLVED, that the ISOC Board of Trustees warmly welcomes the new Guateng (South Africa) Chapter of the Internet Society which was chartered and approved since the last Board meeting

IV. AOB

(a) Search committee update

Bob reported on the status of the CEO search.

(b) Joint board meeting – Bob reported that he had been talking with Steve Crocker about the joint meeting of the ISOC & ICANN boards.
He said that a proposed agenda would be sent to the board soon.

(c) Keith said he would be asking for input from the board on selection criteria for candidates for new board members in the near future.

V. 2013 IGF and Related meetings

PURPOSE: Board discussion on the recent IGF meeting and related meetings

Raul joined the call at this time.

Markus Kummer provided, and the Board discussed, a report, on the IGF meeting.

Narelle joined the call at this time.

Lynn provided, and the board discussed, a report on Internet governance.

Eric moved to adjourn.  Dave seconded the motion.  There being no objection, the meeting was adjourned at 9:52 PM

Summary of resolutions:

Resolution 13-34: Approve Consent Agenda
RESOLVED, that the following items contained in the Consent Agenda were approved and ratified

(a). Approve the minutes of the 104th meeting of the Board of Trustees

Resolution 13-35: Approve the minutes of the 104th Board meeting.

RESOLVED that the minutes of the 104th meeting of the Board of Trustees, held on September 16, 2013 via teleconference, are approved.

(b) Ratify the e-vote approving the Governance Committee Charter and establishing a Governance Committee

Resolution 13-36: Ratify the e-vote establishing a Governance Committee

RESOLVED that the e-vote held between October 7th and 14th establishing a Governance Committee is ratified.  The e-vote passed unanimously with all trustees voting yes. The resolution in the e-vote was:

Resolution 13-37: Establish a Governance Committee and Appoint a Chair and Members of the Committee.

RESOLVED, that the Board establishes a Governance Committee with the proposed charter and appoints Desiree Miloshevic as Chair, Alain Aina, Keith Davidson, Bob Hinden, and Rudi Vansnick as members of the committee, along with Lynn St. Amour (as President).

(c) Ratify the e-vote approving the 2014 ISOC Board of Trustees Elections calendar

Resolution 13-38: Ratify the e-vote approving the 2014 ISOC Board of Trustees Elections calendar

RESOLVED that the e-vote held between September 29th and October 4th approving the 2014 ISOC Board of Trustees Elections calendar.  The e-vote passed with 11 trustees voting yes. Theresa Swinehart did not vote.

The resolution in the e-vote was:

Resolution 13-39: Approval of the 2014 Elections Timetable
RESOLVED, that the 2014 Elections Timetable is approved.

(d) Ratify the e-vote approving the amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN

Resolution 13-40: Ratify the e-vote approving amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN

RESOLVED that the e-vote held between October 25th and November 1 approving amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN is approved.  The e-vote passed with 8 trustees voting yes and Desiree Miloshevic abstaining. Alain Aina, Keith Davidson and Theresa Swinehart did not vote.

The resolution in the e-vote was:

Resolution 13-41: Approval of the amendment to the Afilias-PIR Registry Services Agreement and the execution of the Registry Agreement with ICANN.

RESOLVED, that the Board of Trustees of the Internet Society approves the amendment to the Registry Services Agreement between PIR and Afilias, as approved by the PIR Board of Directors on 14 October 2013;

FURTHER RESOLVED, that the Board of Trustees of the Internet Society approves PIR’s execution of the ICANN Registry Agreement and related Supplement to the Registry Agreement for the provision of IDN services, as approved by the PIR Board of Directors on 14 October 2013

Resolution 13-42: ISOC Board of Trustees welcomes a New ISOC Chapter
RESOLVED, that the ISOC Board of Trustees warmly welcomes the new Guateng (South Africa) Chapter of the Internet Society which was chartered and approved since the last Board meeting.