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Board of Trustees Meeting Minutes

No. 48 (August 5, 2005) AGM
Board Meeting Minutes

Minutes of Board Meeting No. 48

05 Aug 2005, Paris, France

Author: S. Bradner
Date: 2005-08-20
Committee: BOT
Document: 05-48
Status: Unconfirmed
Maintainer: S. Bradner
Access: board-only

The ISOC Board of Trustees met from 1:47 pm to 2:35 pm CEST on 5 August 2005 in Paris France, proper notice having been provided to the Board of the meeting.

The following members of the Board of Trustees were present:

Fred Baker (chair)
Steve Crocker
Rosa M. Delgado
Erik Huizer
Desiree Miloshevic
Glenn Ricart
Stephen Squires
Lynn St. Amour (President)
Patrick Vande Walle
Margaret Wasserman
Pindar Wong

Apologies were received from Veni Markovski.

Also present were:

Scott Bradner (Secretary) (on conference call)
Ed Juskevicius – AC Chair
Jim Galvin (VP Chapters and Individual Members)
George Sadowsky (Elections Committee Chair)
David McAuley (Membership Manager)
Mike Nelson (VP Public Policy)
Daniel Karrenberg (incoming board member)
Lyman Chapin (consultant)
Lynn DuVal (ISOC Director of Finance)
Mirjam Kuehne
Martin Kupres
Peter Godwin
Nelson Sanchez

A quorum was present.

The meeting was open to observers.

The chair called the meeting to order at: 1:47 pm CEST.

I – Ratification of electronic votes

There were no electronic votes to ratify.

II – Acceptance of past minutes

Margaret moved to accept the minutes of the 45th (March 11th), 46th (May 13th) and 47th (May 19th) meetings of the ISOC Board be approved as written. Glenn seconded the motion. The motion passed unanimously.

Resolution 05-07: Approval of the minutes of past meetings.

RESOLVED that the minutes of the 45th, 46th and 47th meetings of the ISOC Board be approved as written.

III – Nominations Committee Report

Margaret reported that the proper nominations process was followed. She said that there was one successful petition candidate. She noted that some questions had come up during the process. First, should sitting board members be treated in any special way. Second, clarification is needed on who can nominate. For example, should candidates for the chapter ballot be limited to those that have been nominated by chapters. Third, is the role of the nominations committee to just reject the clearly unqualified or to select a specific set of people (twice the number of slots) for the ballot from among the qualified which may be less than all of those that are qualified.

The board discussed Margaret’s questions. A number of opinions were expressed. Fred proposed that the new nomcom committee chair form a subcommittee to consider the issues and make a recommendation about the role and operation of the nomcom to the board in time to be adopted for the elections process next year.

Margaret moved Fred’s suggestion. Erik seconded the motion. The motion passed unanimously.

Resolution 05-08: The role of the ISOC nominations committee

RESOLVED that the nomcom chair form a subcommittee to develop a recommendation for board consideration about the role and operation of future ISOC nomcoms.

IV – Audit committee Report

Glenn moved that the Board accepts and affirms the Audit Committee Report regarding the audit of ISOC’s calendar year 2004 financial statements and commends Lynn DuVal for her excellent accounting. Pindar seconded the motion. The motion passed unanimously.

Resolution 05-09: ISOC’s 2004 Audit Report

RESOLVED that the Board accepts and affirms the Audit Committee Report regarding the audit of ISOC’s calendar year 2004 financial statements and commends Lynn DuVal for her excellent accounting.

V – Elections Committee Report

George Sadowsky reported that the elections process was properly followed and a reasonable number of votes were received. He did note that the number of ballots received from organizational members declined significantly. George recommended that the elections timetable be extended to better recruit candidates.

Fred moved that the board thank Margaret Wasserman and George Sadowsky and their respective Nominations and Elections committees for their excellent work. Glenn seconded the motion. The motion passed unanimously.

Resolution 05-10: Thanking the Nominations and Elections committees

RESOLVED that the Board thanks Margaret Wasserman and George Sadowsky and their respective Nominations and Elections committees for their excellent work. Glenn seconded the motion.

The meeting was adjourned at 2:35 pm CEST.

Summary of Resolutions

Resolution 2005-7: Approval of the minutes of past meetings.

RESOLVED that the minutes of the 45th, 46th and 47th meetings of the ISOC Board be approved as written.

Resolution 2005-8: The role of the ISOC nominations committee

RESOLVED that the nomcom chair form a subcommittee to develop a recommendation for board consideration about the role and operation of future ISOC nomcoms.

Resolution 2005-9: ISOC’s 2004 Audit Report

RESOLVED that the Board accepts and affirms the Audit Committee Report regarding the audit of ISOC’s calendar year 2004 financial statements and commends Lynn DuVal for her excellent accounting.

Resolution 2005-10: Thanking the Nominations and Elections committees

RESOLVED that the Board thanks Margaret Wasserman and George Sadowsky and their respective Nominations and Elections committees for their excellent work. Glenn seconded the motion.