Minutes of Board Meeting No. 194

18 April 2026

Andaz London Liverpool Street
40 Liverpool Street
Fenchurch Room
London EC2M 7QN, United Kingdom

Guide to Board of Trustees Session Types:

• Closed Executive Session: Board members and staff 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.

Note: there were no Open Forum Sessions scheduled for this meeting.

Trustees Present:

• Ted Hardie, Chair
• Olufunke Baruwa
• Ramanou Biaou
• Brian Haberman
• Maureen Hilyard
• Russ Housley
• Victor Kuarsingh
• Barry Leiba
• Charles Mok
• Kathleen Moriarty
• Caleb Ogundele
• Laura Thomson
• Sagarika Wickramasekera
• Sally Wentworth, President and CEO, non-voting

Staff Members Present:

• Katie Bengaard, Senior Vice President of Strategy, Internet Society (ISOC)
• Yogesh Khanna, Managing Director, ISOC
• Ilona Levine, General Counsel and Corporate Secretary, ISOC
• Chris Locke, Managing Director, ISOC Foundation
• Sae Park, Chief Financial Officer, ISOC
• Lauren Terrell, Director of Governance, ISOC

Guests Present for Certain Portions of the Meeting:

• Olivier MJ Crépin-Leblond, Chair, ISOC UK Chapter
• Chaime Marcuello, ISOC Aragón Chapter
• Joseph Lorenzo Hall, Ph.D. Security Portfolio Lead, ISOC
• Roman Danyliw, Chair, Internet Engineering Task Force (IETF)
• Flávio Rech Wagner, Steering Committee Chair, ISOC Chapters Advisory Council (ChAC)
• Harald Summa, Co-Chair, ISOC Organization Members Advisory Council (OMAC)

1. Welcome and Declaration of Conflicts – Ted Hardie

Mr. Hardie called the meeting to order in Open to Observers Session on Saturday, 18 April 2026 at 8:04 UTC.

Mr. Hardie called for any conflicts; none were declared.

2. Welcome to New Chapters and SIGs – Ted Hardie

Mr. Hardie recognized the rejuvenation of the Singapore Chapter and invited the Board of Trustees to adopt the following resolution.

Resolution 2026-X: Congratulations to Rejuvenated Chapter
RESOLVED, that the Internet Society Board of Trustees celebrates the rejuvenation of the Singapore Chapter.

The resolution was adopted by acclamation.

3. Chapter Insights: Age Verification – Joseph Lorenzo Hall, Olivier Crépin-Leblond, and Chaime Marcuello

Mr. Hall moderated a discussion on age verification with Mr. Crépin-Leblond of the ISOC UK Chapter and Mr. Marcuello of the ISOC Aragón Chapter. The panelists described the regulatory environment in the United Kingdom and Spain, implementation approaches under consideration, and associated risks to privacy, security, and the open Internet.

Trustees engaged in discussion regarding ISOC’s advocacy posture and the implications for chapters operating in jurisdictions pursuing age verification mandates. 

4. President and CEO’s Report – Sally Wentworth

Ms. Wentworth presented the President and CEO’s Report, covering organizational priorities, advocacy activity, community engagement, and progress against the 2026 Action Plan.

Trustees discussed the report and posed questions regarding accessibility and risk management.

5. ISOC Update: Review of Organizational Performance, Year Ending 2025 – Yogesh Khanna

Mr. Khanna presented a review of organizational performance for the year ending 2025, including progress against stated goals, key performance indicators, and areas identified for improvement in 2026.

Trustees discussed the report. Questions focused on the future of NDSS and Mr. Khanna’s vision for it, appropriateness of metrics and adjusting them, the one ISOC approach, and building internal and external coalitions.

Following a short break at 9:41 UTC, the meeting resumed in Closed Executive Session at 10:06 UTC where the following topics were discussed:

6. Impact Measurement Update – Katie Bengaard

Ms. Bengaard presented an update on impact measurement.

7. CFO’s Report – Sae Park

Ms. Park presented the 2025 financial results (pre-audit).

8. Finance Committee Report – Victor Kuarsingh

Mr. Kuarsingh presented the Finance Committee Report.

9. Committee Reports – Ted Hardie

Ms. Wickramasekera presented the Election Committee Report.

Mr. Mok presented the Governance Committee Report, including changes to the Compensation Committee Charter, Leadership Continuity Committee Charter, and Audit Committee Charter.

Mr. Hardie presented the Compensation Committee Report.

Following a break at 11:20 UTC, the meeting continued in Closed Executive Session at 12:20 UTC.

10. Enterprise Risk Management Update – Ilona Levine and Sae Park

Ms. Levine presented an update on the organization’s enterprise risk management (ERM) program.

11. ISOC Europe Update – Ilona Levine and Sae Park

Ms. Levine and Ms. Park presented an update on ISOC Europe.

12. Board & CEO Only Session – Ted Hardie

The trustees and CEO met in Closed Executive Session with no ISOC staff present.

The meeting recessed at 14:10 UTC and resumed in Open to Observers Session at 14:32 UTC.

13. Community Chair Reports – Ted Hardie

IETF – Roman Danyliw

Mr. Danyliw reported on recent IETF activity, working group priorities, and other matters of interest to the board.

ChAC – Flávio Rech Wagner

Mr. Wagner reported on ChAC activity, including chapter engagement, regional initiatives, and issues surfaced from the chapter community.

As part of the 2026 Action Plan’s ongoing initiatives, Mr. Wagner reported that the Chapter Content Archive, a chapter-led global knowledge repository led by the US New York and Mexico Chapters and funded by an ISOC Foundation grant, is in a three- to four-month pilot phase, with rollout expected by December 2026. He also reported that a team of six chapter representatives is revising the ChAC charter and rules and procedures, including majority criteria for formal advice to the board, ChAC Steering Committee term extensions, partial annual renewal, and election procedures. In addition, he noted that improved onboarding materials for new chapters and leaders are being co-designed with ISOC staff.

Mr. Wagner also described several new 2026 activities. He reported that ChAC is shifting chapter evaluation from a compliance-focused approach to qualitative criteria that recognize impact, effort, innovation, and context, and that a first draft of the “Chapter DNA” document has been prepared and will inform Chapter Charter Agreements. He also noted that ChAC is developing new communications channels to strengthen connections between the ChAC Steering Committee and chapter representatives, expanding the peer mentor pool across regions, supporting ISOC staff’s Code of Conduct revision project with community input, and deepening ChAC involvement in ISOC priorities, with ChAC’s specific role still to be defined.

Mr. Wagner identified ChAC’s relevance to chapters as a core issue. He noted that most 2026 activities are administrative and emphasized the need to identify two to three high-impact priorities that clearly demonstrate value to chapters, supported by better alignment between chapter needs, staff priorities, and the ChAC mission.

OMAC – Harald Summa

Mr. Summa reported on OMAC activity, member engagement, and priorities identified by organizational members.

He reported that, in connection with the 2026 Board of Trustees elections, the OMAC Chairs encouraged organization member participation. Fifty members voted, resulting in a two-thirds turnout, and Sharon Kent was elected to her first term.

Mr. Summa also reported on Roundtable #31, which focused on the ITU Plenipotentiary Conference to be held in Doha from 9 to 27 November 2026. The roundtable covered regional preparatory processes and ISOC’s engagement approach. Seven organization members and one board member attended, and all participants rated the session as Excellent or Very Good.

Members requested greater visibility into regional country positions and deeper briefings ahead of PP-26.

14. Resolutions for Approval – Ted Hardie

On behalf of the Elections Committee, Ms. Wickramasekera presented the following resolution:

Resolution 2026-X: Welcome and Congratulations to Newly Elected Trustees
WHEREAS, Ramanou Biaou, Caleb Ogundele, Sharon Kent, and Brian Trammell have been duly elected or appointed to serve as trustees of the Internet Society effective with the 25-26 July 2026 Annual General Meeting;
RESOLVED, that the Internet Society Board of Trustees formally welcomes and congratulates Ramanou Biaou, Caleb Ogundele, Sharon Kent, and Brian Trammell to the Board of Trustees, and looks forward to their contributions to the mission and governance of the Internet Society.

The resolution adopted by acclamation.

On behalf of the Governance Committee, Mr. Mok presented the following resolutions:

Resolution 2026-X: Approve Amendments to the Compensation Committee Charter
WHEREAS, the Governance Committee was directed by the Board of Trustees at its November 2025 meeting to develop a revised charter for the Compensation Committee incorporating key succession planning functions currently assigned to the Leadership Continuity Committee;
WHEREAS, the Governance Committee has presented a revised Compensation Committee Charter that retains all existing compensation oversight responsibilities and adds responsibilities for leadership continuity;
WHEREAS, the Governance Committee recommends approval of the revised charter to streamline oversight of these related functions;
RESOLVED, that the Board of Trustees approves the revised Compensation Committee Charter.

The resolution passed unanimously.

Resolution 2026-X: Terminate the Leadership Continuity Committee
WHEREAS, the key functions of the Leadership Continuity Committee have been incorporated into the revised Compensation Committee Charter approved by the Board of Trustees;
WHEREAS, the Governance Committee has determined that leadership continuity functions do not require a full-time standing committee and are more efficiently overseen within the Compensation Committee;
RESOLVED, that the Leadership Continuity Committee is hereby terminated, effective immediately, and its charter is rescinded.

The resolution passed unanimously.

Resolution 2026-X: Approve Amendments to the Audit Committee Charter
WHEREAS, the Board of Trustees at its November 2025 meeting directed the Governance Committee to develop a revised charter for the Audit Committee that incorporates enterprise risk management oversight;
WHEREAS, the Governance Committee has presented a revised Audit & Enterprise Risk Management Committee Charter that retains existing audit and financial oversight responsibilities and adds enterprise risk management oversight responsibilities;
WHEREAS, assignment of enterprise risk management oversight to the audit committee is consistent with sector practice;
RESOLVED, that the Board of Trustees approves the revised Audit & Enterprise Risk Management Committee Charter.

The resolution passed unanimously.

Mr. Hardie presented the following resolution:

Resolution 2026-X: Approve the Minutes of the 193rd Internet Society Board Meeting
WHEREAS, the Internet Society Board of Trustees has reviewed the minutes of the 193rd board meeting;
RESOLVED, that the minutes of the 193rd meeting of the Internet Society Board of Trustees are approved.

The resolution passed unanimously.

15. Adjournment – Ted Hardie

With no other business, Mr. Hardie adjourned the meeting at 16:41 UTC.