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Board of Trustees Meeting Minutes

No. 60 (June 30, 2007) AGM
Board Meeting Minutes

Minutes of Board Meeting No. 60

30 Jun 2007, San Juan, Puerto Rico

Author: S. Bradner
Date: 2007-06-30
Committee: BOT
Document: 07-60
Status: Unconfirmed
Maintainer: S. Bradner
Access: unlimited

The ISOC Board of Trustees met from 8:05 am US EDT to 8:40 am US EDT in San Juan, Puerto Rico on 30 June 2007.

The following members of the Board of Trustees were present:

Fred Baker
Patrik Faltstrom
Daniel Karrenberg
Erik Huizer
Franck Martin
Desiree Miloshevic
Glenn Ricart
Lynn St. Amour (President)
Bill St. Arnaud
Stephen Squires
Patrick Vande Walle

Apologies were received from Bill St. Arnaud and YAN Bao Ping.

Also present were:

Scott Bradner (Secretary)
Terry Weigler – (ISOC Office Manager and Chapter and IM Support)
Anne Lord (ISOC Sr. Manager for Chapters and Individual Members)
Terry Monroe (ISOC Director of Development and Membership)
Kevin Craemer (Events Manager)
Ted Hardie (incoming trustee)
Hiroshi Esaki (incoming trustee)

Minutes taken by Scott Bradner.

A quorum was present.

Daniel called the meeting to order at 8:05 am.

I – Agenda and Ratifications

I a – No e-votes outstanding.

I b – Approval of Minutes

Fred moved that the minutes of the 24th – 25th March 2007 meeting of the ISOC Board be approved. Patrik seconded the motion. The motion passed unanimously except for Stephen and Patrick who abstained because they were not at the meeting.

Resolution 07-14: Approval of the minutes of the 24th – 25th March 2007 meeting of the Board of Trustees.

RESOLVED that the minutes of the 58th meeting of the Internet Society board held 24 – 25 Mar 2007 are approved.

Patrick moved that the minutes of the 21st May 2007 meeting of the ISOC Board be approved. Frank seconded the motion. The motion passed unanimously expect for Erik who abstained because he was not on the call.

Resolution 07-15: Approval of the minutes of the 21st May 2007 meeting of the Board of Trustees.

RESOLVED that the minutes of the 59th meeting of the Internet Society board held by teleconference 21 May are approved.

The board then discussed what level of detail is appropriate for the minutes of the board meetings. At the end of the discussion Daniel requested the Secretary produce both a summary version of the minutes that focuses on the topics addressed by the board and the conclusions reached as well as more detailed “narrative” version of the minutes could also be made but would not be the official version.

II – Audit Committee Report

Glenn provided an overview of the Audit Committee report and noted that the Auditors expressed an “unqualified opinion” (i.e., given without any
reservations) on the financial statements of the Internet Society.

Glenn moved that the board approve the Audit Report by Gelman, Rosenberg, and Freedman dated March 30, 2007. Fred seconded the motion. The motion passed unanimously.

Resolution 07-16: Accept the Audit Report.

RESOLVED: The Board approves the Audit Report by Gelman, Rosenberg, and Freedman dated March 30, 2007 as reviewed by the Audit Committee.

III – Nominations Committee Report

Lynn noted that Bill submitted the Nominations Committee Report on Feb 7.

Fred moved that the board accept the NomCom Committee Report. Desiree seconded the motion. The motion passed unanimously.

Resolution 07-17: Accept the Nominations Committee report.

RESOLVED that the Report of the 2006-2007 Nominations Committee is accepted.

IV – Election Committee Report

Fred presented the Election Committee Report. He reported that the election was properly conducted. The ballots were counted on 4 May 2007. He also reported that no problems were encountered. He said that the committee recommended that the staff develop a written procedure manual.

Fred moved that the board accept the Elections Committee Report. Glenn seconded the motion. The motion passed unanimously.

Resolution 07-18: Accept the Elections Committee report.

RESOLVED that the Report of the 2006-2007 Elections Committee is accepted.

V – Recognition of New Chapters

Franck moved that the board welcome the ISOC chapters that were approved since the last board meeting. Glenn seconded the motion. The motion passed unanimously.

Resolution 07-19: ISOC Board of Trustees Welcomes New Chapters

RESOLVED, that the ISOC Board of Trustees warmly welcomes the new ISOC chapters which were chartered and approved since the last Board meeting; ISOC Nepal, ISOC United Arab Emirates, ISOC Armenia and ISOC Sierra Leone.

VI – Thank the outgoing board members

Glenn moved that the board thank the outgoing board members. Fred seconded the motion. The motion passed unanimously except for Erik and Stephen, who abstained.

Resolution 07-20: Thanking outgoing board members

RESOLVED that the board thanks the outgoing board members, Erik Huizer and Stephen Squires, for their excellent work on behalf of the Internet Society.

Stephen said that that he was pleased that the ISOC had gotten out of its financial difficulties and was doing well.

Erik reviewed the changes in the ISOC in the six years he was on the board and said that he was pleased with the progress.

Erik moved to adjourn, Stephen seconded the motion. There being no objection Daniel adjourned the meeting at 8:40 am EDT.

Summary of Resolutions

Resolution 2007-14: Approval of the minutes of the 24th – 25th March 2007 meeting of the Board of Trustees.

RESOLVED that the minutes of the 58th meeting of the Internet Society board held 24 – 25 Mar 2007 are approved.

Resolution 2007-15: Approval of the minutes of the 21st May 2007 meeting of the Board of Trustees.

RESOLVED that the minutes of the 59th meeting of the Internet Society board held by teleconference 21 May are approved.

Resolution 2007-16: Accept the Audit Report.

RESOLVED that the 2006 Audit Report is accepted.

Resolution 2007-17: Accept the Nominations Committee report.

RESOLVED that the Report of the 2006-2007 Nominations Committee is accepted.

Resolution 2007-18: Accept the Elections Committee report.

RESOLVED that the Report of the 2006-2007 Elections Committee is accepted.

Resolution 2007-19: ISOC Board of Trustees Welcomes New Chapters

RESOLVED, that the ISOC Board of Trustees warmly welcomes the new ISOC chapters which were chartered and approved since the last Board meeting; ISOC Nepal, ISOC United Arab Emirates, ISOC Armenia and ISOC Sierra Leone.

Resolution 2007-20: Thanking outgoing board members

RESOLVED that the board thanks the outgoing board members, Erik Huizer and Stephen Squires, for their excellent work on behalf of the Internet Society.